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Westpac 2022 Group Annual Report

Annual Report6 November 2022WBCFinancials

ASX Release


7 November 2022


Westpac 2022 Group Annual Report


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

2022 Group Annual Report.











For further information:


Hayden Cooper Andrew Bowden

Group Head of Media Relations General Manager, Investor Relations

0402 393 619 0438 284 863



This document has been authorised for release by Tim Hartin, Company Secretary.

 

 

 

Level 18, 275 Kent Street

Sydney, NSW, 2000

 
 

 

 

 

This page has been intentionally left blank. 

WESTPAC
2022 ANNUAL REPORT

Westpac

backed

WESTPAC GROUP 2022 ANNUAL REPORT ii




Our reporting suite brings together

the Group’s financial, non-financial,

risk and sustainability performance for

the year. It includes our Annual Report,

Financial Results Announcement,

Presentation and Investor Discussion

Pack, Pillar 3 Report, Sustainability

Supplement and our Corporate

Governance Statement. Access

the full suite online at

westpac.com.au/2022annualreport.

About this report

Westpac’s 2022 Annual Report is

our primary report to shareholders.

It comprises information about our

activities, strategy, and financial

and non-financial results over the

reporting period.

We have continued to integrate

our financial and non-financial

performance, including reporting

our strategic progress under

stakeholder value in our Strategic

Review in this Report.

WESTPAC

2022 ANNUAL REPORT

Westpac

backed

2022 FULL YEAR FINANCIAL RESULTS

FOR THE 12 MONTHS ENDED

30 SEPTEMBER 2022

WESTPAC BANKING CORPORATION

ABN 33 007 457 141

Presentation

and Investor

Discussion Pack

2022

WESTPAC BANKING CORPORATION

ABN 33 007 457 141

Sustainability

Supplement

2022

WESTPAC BANKING CORPORATION

ABN 33 007 457 141

Corporate

Governance

Statement

2022

INCORPORATING THE

REQUIREMENTS OF APPENDIX 4E

WESTPAC BANKING CORPORATION

ABN 33 007 457 141

Full Ye a r

Financial

Results

SEPTEMBER 2022

INCORPORATING THE

REQUIREMENTS OF APS330

WESTPAC BANKING CORPORATION

ABN 33 007 457 141

Pillar 3

Report

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

007 457 141 and its subsidiaries unless it clearly means just Westpac Banking Corporation.

For certain information about the basis of preparing the financial information in this Annual Report see ‘Reading this report’ in Section 2.

In addition, this Annual Report contains statements that constitute ‘forward-looking statements’ within the meaning of Section 21E of

the US Securities Exchange Act of 1934. For an explanation of forward-looking statements and the risks, uncertainties and assumptions

to which they are subject, see ‘Reading this report’ in Section 2. Please consider those important disclaimers when reading the forward-

looking statements in this Annual Report.

Information contained in or accessible through the websites mentioned in this Annual Report does not form part of this report unless we

specifically state that it is incorporated by reference and forms part of this report. All references in this report to websites are inactive

textual references and are for information only.

Annual ReportSustainability

Supplement

FY22 Results

Announcement

Investor Discussion

Pack

Corporate Governance

Statement

Pillar 3 Report

Cover image from ‘Westpac backed’ advertising campaign,

November 2022.

Westpac Banking Corporation ABN 33 007 457 141

WESTPAC GROUP 2022 ANNUAL REPORT

WESTPAC GROUP
2022 ANNUAL REPORT

1

STRATEGiC REViEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Helping Australians

and New Zealanders

succeed.

1 STRATEGIC REVIEW 1

About Westpac 2

FY22 performance overview 4

2022 highlights 6

Chairman’s report 8

CEO’s report 10

Our operating environment 12

Our strategy 14

Our material sustainability

topics 16

Value for shareholders 18

Value for customers 22

Value for employees 26

Value for our community 30

Sustainability 34

Climate change 35

Natural capital 41

Human rights 42

Risk management 44

Corporate governance 52

Directors’ Report 56

Board of Directors 56

Executive team 60

Remuneration Report 70

Information on Westpac 97

Significant developments 97

2 GROUP PERFORMANCE 103

Reading this report 104

Review of Group operations 106

Segment reporting 116

Risk and risk management 134

Sustainability 146

Other Westpac business

information 155

3 FINANCIAL STATEMENTS 159

Financial statements 160

Notes to the financial

statements 166

Statutory statements 286

4 SHAREHOLDER INFORMATION 297

Shareholding information 298

Additional information 304

Glossary of abbreviations

and defined terms 305

Contact us inside back cover

Contents

WESTPAC GROUP

2022 ANNUAL REPORT

1

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

WESTPAC GROUP 2022 ANNUAL REPORT 2
  


Consumer

Serving consumers in Australia with a full range of banking

products.

$3,291m

 11%

Business

Serving the needs of small to medium businesses and

commercial and agribusiness customers across Australia.

This segment also includes our Private Wealth business,

supporting the needs of high-net-worth individuals.

$918m

 15%

Westpac Institutional Bank (WIB)

Delivering a broad range of financial services to commercial,

corporate, institutional, and government customers

operating in, and with connections to, Australia and

New Zealand.

$687m


$1,220m, large

New Zealand

Delivering banking and wealth services to consumer,

business and institutional customers across New Zealand.

$1,075m


13%

(A$ EQUIVALENT)

Group Businesses

Comprising our head office and Australian support

functions including treasury, customer services and

technology, corporate services, and enterprise services.

$28m


$39m, large

Specialist Businesses

Bringing together non-core businesses that we ultimately

plan to divest. These currently include superannuation,

platforms and investments, along with our operations in Fiji

and Papua New Guinea

1

. For part of the year, the segment

included the Group’s motor vehicle dealer finance and

novated leasing businesses and Westpac Life Insurance

Services Limited (Australian life insurance) which were sold

during the year. We expect to complete the sale of Advance

Asset Management and successor funds transfer of BT’s

personal and corporate superannuation funds in FY23.

($723m)

 $885m, large

Total

$5,276m

 1%

About Westpac

Westpac is one of four major banks in Australia and one of five major

banks in New Zealand – and supports over 12.7 million customers.

We have branches and controlled entities

throughout Australia, New Zealand and the Pacific

region, and maintain branches and offices in

London, New York and Singapore. We are also

opening an office in Frankfurt in 2023.

Founded in 1817, we are Australia’s first bank and

oldest company. We were established as the Bank

of New South Wales in Sydney before expanding

across Australia, New Zealand and the Pacific.

Over time, we continued our expansion, acquiring

several banks and growing our network across the

region. In 1982, we changed our name to Westpac.

In 2008, we completed a merger with St.George

Bank (in which we acquired the brands of

St.George and BankSA). We relaunched the

Bank of Melbourne brand in 2011.

Over the last few years, we have simplified our

business. We have sharpened our focus on banking

for Australian and New Zealand consumer, business

and institutional customers. We have exited seven

non-core businesses, consolidated our international

presence and simplified our operations.

1. We are not expecting to sell the Pacific business in the short to medium term.

WESTPAC GROUP 2022 ANNUAL REPORT

2

WESTPAC GROUP
2022 ANNUAL REPORT

3

STRATEGiC REViEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

  


Consumer

Serving consumers in Australia with a full range of banking

products.

  



 11%

Business

Serving the needs of small to medium businesses and

commercial and agribusiness customers across Australia.

This segment also includes our Private Wealth business,

supporting the needs of high-net-worth individuals.

$918m

 15%

Westpac Institutional Bank (WIB)

Delivering a broad range of financial services to commercial,

corporate, institutional, and government customers

operating in, and with connections to, Australia and

New Zealand.

$687m


$1,220m, large

New Zealand

Delivering banking and wealth services to consumer,

business and institutional customers across New Zealand.

$1,075m


13%

(A$ EQUIVALENT)

Group Businesses

Comprising our head office and Australian support

functions including treasury, customer services and

technology, corporate services, and enterprise services.

$28m


$39m, large

Specialist Businesses

Bringing together non-core businesses that we ultimately

plan to divest. These currently include superannuation,

platforms and investments, along with our operations in Fiji

and Papua New Guinea

1

. For part of the year, the segment

included the Group’s motor vehicle dealer finance and

novated leasing businesses and Westpac Life Insurance

Services Limited (Australian life insurance) which were sold

during the year. We expect to complete the sale of Advance

Asset Management and successor funds transfer of BT’s

personal and corporate superannuation funds in FY23.

($723m)

 $885m, large

Total

$5,276m

 1%

Market share

Australia

Household deposits

2

20%

Mortgages

3

21%

Business credit

3

15%

New Zealand

Consumer lending

4

18%

Deposits

4

18%

Business lending

4

16%

1. See cash earnings definition on the following page of this Report.

2. APRA Banking Statistics, September 2022.

3. RBA Financial Aggregates, September 2022.

4. RBNZ, September 2022.

WESTPAC GROUP

2022 ANNUAL REPORT

3

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

WESTPAC GROUP 2022 ANNUAL REPORT 4








 



 

Net interest income17,16116,858

2

Non-interest income2,4454,364(44)

Net operating income19,60621,222

(8)

Operating expenses(10,802)(13,311)(19)

Net profit before impairment charges and income tax8,8047,911

11

Impairment (charges)/benefits(335)590large

Profit before income tax8,4698,501


Income tax expense(2,770)(3,038)(9)

Net profit for the period5,6995,463

4

Profit attributable to non-controlling interests (NCI)(5)(5)–

Net profit attributable to owners of WBC5,6945,458

4

Total cash earnings adjustments (post tax)(418)(106)

large

Cash earnings5,2765,352

(1)

Add back notable items (after tax)1,2921,601(19)

Cash earnings excluding notable items6,5686,953

(6)

FY22 performance

overview

Reported net profit attributable to owners of Westpac ($m)

In Full Year 2022 (FY22), we recorded a net profit

attributable to the owners of Westpac of $5,694 million,

an increase of 4% on Full Year 2021 (FY21).

The higher net profit was principally due to lower notable

items and a reduction in expenses, partly offset by a

turnaround in impairment charges (charge in FY22

compared to a benefit in FY21) and lower non-interest

income reflecting the loss of earnings from divestments.

While notable items (large infrequent items that do not

reflect ongoing business performance) were lower, their

earnings impact remained high at $1,292 million in FY22.

The main notable item this year was the loss on sale of

Australian life insurance.

In FY22, there was a credit impairment charge of

$335 million compared to a $590 million benefit in FY21,

a $925 million turnaround. The impairment charge in FY22

was the equivalent of 5 basis points of loans which is low

relative to long-term trends. The impairment benefit in

FY21 followed the unwinding of provisions established at

the beginning of COVID-19, which were not required.

Net interest income was up 2% with an 8% increase in

average interest-earning assets partly offset by a 13

basis point reduction in the net interest margin. Within

average interest earning assets, lending was up 4%, while

third party liquid assets increased 33%. The increase in

liquid assets was due to the need to hold more funded

liquid assets from the phase out of the Reserve Bank of

Australia’s (RBA) committed liquidity facility (CLF). Lower

margins were mostly due to intense competition across

mortgages and business lending but were also impacted

by the significant increase in low returning liquid assets.

Improved deposit spreads and higher fair value gains on

economic hedges partly offset these impacts.

Non-interest income was lower from the loss on the sale

of Australian life insurance and the income foregone from

business exits. Expenses were lower from fewer notable

items, a 7% reduction in FTE, less spending on third-party

services, consolidation of our corporate locations and

branch networks and the completion of elements of our

Fix agenda.

Credit quality improved over the year with stressed assets

as a percentage of our total committed exposures falling to

1.07% from 1.36%. Mortgage delinquencies were also down.

Westpac had an income tax expense of $2.8 billion for

FY22, with an effective tax rate of 33%. Including the bank

levy our adjusted effective tax rate was 35%.

The Group’s common equity tier 1 ratio of 11.3% is above

APRA’s unquestionably strong benchmark of 10.5%. The

ratio was lower than FY21 following our $3.5 billion buy-

back and higher risk weighted assets.

The table below and the commentary above is our

reported results.

In assessing performance, we use ‘cash earnings’ – a

measure of profit determined by adjusting reported

earnings by three factors:

1. Material items that do not reflect ongoing performance.

2. Items that may not be considered when determining

dividends including the amortisation of intangible items,

treasury shares or economic hedging impacts.

3. Accounting classifications between individual items that

do not impact reported results.

The charts on the right show reported earnings and the

movements in cash earnings along with selected metrics.

WESTPAC GROUP 2022 ANNUAL REPORT

4

WESTPAC GROUP
2022 ANNUAL REPORT

5

STRATEGiC REViEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

($m)

Cash earnings FY22 – FY21 ($m)

Gross lending ($bn)

Dividends per ordinary share (cents)

Net interest margin (%)

Strong balance sheet (%)

16.50

11.13

Common equity tier 1 capital ratio

APRA basis Internationally comparable

Sept 20Sept 21Sept 22

12.32

18.17

11.29

17.57

2.04

1.87

2.08

NET INTEREST MARGIN (%)

Cash earnings basis

FY20FY21FY22

GROSS LENDING ($bn)

Sept 20Sept 21

714

699

744

Sept 22

FY21Add back

notable

items

FY21

ex-notable

items

FY22

ex-notable

items

Notable

items

Net

interest

income

Non-

interest

income

ExpensesImpairment

charges

Tax

& NCI

FY22

6,953

766

19

(518)

(925)

273

6,568

(1,292)

5,276

5,352

1,601

Down 6% ex-notable items

Down 1%

2,608

2,290

5,352

5,458

5,276

5,694

Reported profit Cash earnings

FY20FY21FY22

CONTRIBUTION OF NET OPERATING INCOME BY DIVISION

(%)


Consumer

Business

WIB

Westpac NZ (in A$)

Specialist Businesses

Group Businesses

50

18

13

12

2

5

DIVIDENDS PER ORDINARY SHARE (cents)

FY20FY21

58

31

31

60

118

148

61

64

125

FY22

1H2H

Contribution of net operating income by segment

(%)

WESTPAC GROUP

2022 ANNUAL REPORT

5

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

WESTPAC GROUP 2022 ANNUAL REPORT 6




 




     



  


6% or 7 cents per share

(Final dividend of 64 cents per share)

Common equity tier 1 capital ratio

11.3%

comfortably above regulatory minimum

Total shareholder return


16%

Total shareholder return declined 16% from overall

market declines and share price weakness following

our FY21 result

Cash earnings return on equity

7.5%

Cash earnings per ordinary share

148.0 cents

up 1%

Lending Customer deposits


$30bn


$33bn

Customer franchise improved with Australian

consumer net promoter score (NPS) higher over the

year, although overall level is below major bank

competitors

94%

of complaints, on average, resolved at first point

of contact

Digital enhancements:

– Completed roll-out of new mobile app

– Launched new online personal financial

management features

Increased security to help protect customers:

– Blocking transactions to suspect merchants

– Stopping impersonation of Westpac Australia

phone numbers

– Fraud reduced by 80% when dynamic

CVC was used

Supported

1,600+

customers through floods

Provided over

$66m

in COVID-19 relief packages since 2020

WESTPAC GROUP 2022 ANNUAL REPORT

6

WESTPAC GROUP
2022 ANNUAL REPORT

7

STRATEGiC REViEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION





 

 

 





Enhancing workplace policies:

– Increased paid parental leave entitlements

– Special paid leave and support for

pregnancy loss

$5.9bn

paid to our people

2/3

of employees who voted in the 2023 Australian

Enterprise Agreement voted yes

$3.1bn

Income tax expense, including the bank levy

Launched our fifth Reconciliation Action Plan

– recognised at the highest ‘Elevate’ level by

Reconciliation Australia

Launched fifth Climate Change Position Statement

and Action Plan

Joined Net-Zero Banking Alliance and set

2030 targets for five emissions-intensive sectors

in our lending portfolio

Largest bank lender to greenfield renewable

projects in Australia over past five years

2

Westpac Scholars Trust awarded

$4.6m

3

in scholarships to 100 scholars

$136m

in community investment

EmployeesCommunity

1. Women in Leadership refers to women in leadership roles across the Group. It includes the CEO, Group Executives, General Managers, senior leaders with

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

General Manager, and Bank and Assistant Bank Managers.

2. IJGlobal and Westpac research data.

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

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

support, skilled volunteering and funding for operational costs of Westpac Scholars Trust. Awarded scholarships include co-funding from university

partners.

WESTPAC GROUP

2022 ANNUAL REPORT

7

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

WESTPAC GROUP 2022 ANNUAL REPORT 8


Investors will recall when I took up

the post as Chairman in April 2020,

I gave a comprehensive statement

of the Company’s situation, which

was concerning, and set out the

program we needed to bring the

Company back to full fitness and

vitality.

Two-and-a-half difficult years of

restructuring have now passed.

This included the exit of non-core

businesses, comprehensive risk

reduction, product and process

simplification and appropriate

credit provisioning, as well as

significant cost reduction. I’m

pleased that the actions we took

during that period, together with

a more supportive economic

situation for banking from higher

interest rates despite a weaker

economy, and further cost

reduction opportunities, all place

the Company in a stronger position

for the future.

Given this and the extent of

digitisation in the sector, it

therefore remains important that

we work to a low 40s expense to

income ratio over time which, given

the softer near-term economic

growth scenario, implies further

revenue growth and cost reduction.

We have now successfully

strategically repositioned the

Company to focus on our natural

strengths in commercial banking,

focused on Australia and New

Zealand. We announced the

exit of nine out of 11 businesses

and completed the sale of seven

of these. Overseas, we’ve also

consolidated into New York,

London, and Singapore and

are soon to open in Frankfurt.

This year from a shareholder

standpoint, financial performance

was relatively flat over the prior

year. On a statutory basis net profit

was up 4%. Solid progress was

made on cost reduction, though a

little less than planned. The results

of the cost program and lower

notables saw the statutory expense

to income ratio reduce from 63% to

55%. A particular highlight was the

increase in statutory earnings per

share by 7% which benefited from

the share reduction following our

$3.5 billion buy-back.

Turning to earnings on a cash

earnings basis, the Company’s

preferred measure, core earnings

rose 6%, with the substantial

increase in impairment charges to

take account of the deteriorating

economic environment leading to

a 1% reduction in cash earnings

for the year. Excluding notable

items, operating income fell 2%

but expenses were 7% lower,

generating an expense to income

ratio of 51% on a cash earnings

basis. Importantly, rising rates

helped to arrest the decline in net

interest margin which in the first

half had fallen to 1.85% but rose to

1.90% in the second half.

The Group remains well capitalised.

When considering dividends, the

Board focuses on cash earnings

but also looks through selected

irregular large items. This led to

the Board determining a final

dividend of 64 cents per share and

total of 125 cents per share fully

franked for the year, an increase

of 6%, just ahead of statutory

profit growth. This represents a

dividend yield of 6%, excluding

franking, based on the closing

share price on 30 September 2022.

The final dividend is expected to

be paid on 20 December 2022, for

shareholders on the register on

18 November 2022.

We also managed to arrest the

last few years’ decline in market

position in our core businesses,

of institutional, business, and

consumer banking. In mortgages,

we reduced our decision time for

customers through our branch

and mortgage specialists, which

is now broadly in line with major

bank competitors. As a result, we

grew mortgages around the major

bank system in the second half.

New Zealand continued to perform

well and is working to resolve

errors of the past.

We made significant progress

on the journey to create a

digital bank for consumers and

small businesses. This included

completing the roll-out of our

new Westpac consumer app and

launching a digital mortgage.

Chairman’s

report

8

WESTPAC GROUP 2022 ANNUAL REPORT

WESTPAC GROUP
2022 ANNUAL REPORT

9

STRATEGiC REViEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

  

   

  

   

     

 

  

 

  

  

 

    

    

    

    

   

 





   

  

   

   

    

  



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John McFarlane

CHAIRMAN

WESTPAC GROUP

2022 ANNUAL REPORT

9

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

WESTPAC GROUP 2022 ANNUAL REPORT 10


  



Westpac delivered a solid financial

result for Full Year 2022 (FY22)

and made steady progress on our

strategic priorities. We sharpened

our focus on core banking,

strengthened risk management,

improved service to customers, and

are positioning the Company for

growth – all of which help to build

long-term value for shareholders.

Our people have embraced the

changes we’re making. They have

worked with customers during

the pandemic and through recent

natural disasters. We will continue

to help customers as we navigate

the uncertainties ahead.

Turning to the external environment,

2022 saw significant economic and

geopolitical change and I know it

has affected many of you. While

we are now living with COVID-19,

a new challenge has emerged with

the global economy entering a

period of high inflation, with central

banks responding with a fast

increase in interest rates globally.

The effects of these changes have

not yet fully rippled through the

economy but have contributed to

a more uncertain outlook in 2023

for many.

A simpler, stronger bank

We have made meaningful

progress on the Fix, Simplify,

Perform strategic priorities which

we set two years ago.

Fix

As part of our Fix agenda, we are

improving risk management by

investing in systems and processes

and transforming our culture. We

have worked through a number

of historical issues, resolved a

number of regulatory proceedings

and completed major customer

remediation programs. This has

included further investment in our

financial crime capabilities and

systems.

Our CORE program is driving much

of the change in our management

of risk. Established in 2021, the

multi-year program brings together

350 activities aimed at improving

our end-to-end practices,

simplifying processes and creating

clearer accountabilities. The

program is on track and we have

completed 271 activities. Our focus

is now to implement and embed

the changes in our business.

Simplify

Our Simplify priority is reshaping

Westpac with a more focused

portfolio of businesses based

on banking in Australia and New

Zealand. This year, we completed

the exit of our insurance operations

and sold our wholesale auto finance

book. As the Chairman outlined,

we have exited, or announced the

sale of, nine businesses and we are

well progressed on consolidating

our Asian presence into a single

Singapore hub.

The simplification drive is also

making it easier for customers and

employees. This year we further

refined our operating model by

decentralising corporate functions

– which has moved around 2,000

people from our central teams to

be closer to the customers they

support. We have consolidated

1,700 roles as part of this change

and now have a smaller head office

with 93% of our people working in

divisional or shared service teams.

Digital is the main way customers

and bankers access services,

with over 90% of transactions

conducted online or over the

phone.

We understand the importance of

face-to-face banking for many and

are updating our systems to allow

any Westpac Group customer to

bank at any of our branches. This

will enable St.George customers

to use Westpac branches and

vice versa. These changes have

supported the co-location of two

branches under one roof. We now

have 27 co-located branches with

plans for a further 100 over the

next year. We have also extended

our relationship with Australia Post,

signing a 10-year agreement that

maintains physical banking at an

additional 3,500 locations across

Australia.

We’ve made meaningful digital

advancements this year, finalising

the roll-out of our new Westpac

app and integrating tools into

the app to help customers better

manage their finances. Over

5 million customers now regularly

use our online services.

CEO’s

report

10

WESTPAC GROUP 2022 ANNUAL REPORT

WESTPAC GROUP
2022 ANNUAL REPORT

11

STRATEGiC REViEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION



   

 







 





  

 





 



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Perform
Our Perform priority is geared to

strengthening returns by growing

profitably, reducing costs and

improving our capital efficiency.

This year, our statutory profit was

$5.7 billion, up 4% on the prior year,

although it was depressed by large

notable charges. The significant

notable this year was the $1.1 billion

loss on the sale of our Australian

Life Insurance business. Having

resolved a number of historical

issues we expect notable items to

reduce next year.

Cash earnings was 1% lower,

reflecting a $925 million

turnaround in impairment charges.

The turnaround was due to an

impairment charge of $335 million

in FY22, while in FY21 it was a

$590 million benefit. Core earnings

rose 6% as growth in our banking

portfolio more than covered

the loss of earnings from the

businesses we have sold.

We’ve improved our underlying

franchise and reduced costs while

maintaining the strength of our

balance sheet. Our capital position

is within our operating range of

11% to 11.5% that applies from the

start of 2023 and our funding and

liquidity metrics are comfortably

above regulatory minimums. Our

lending portfolio is also sound

with key measures of credit quality

better than pre-COVID-19 levels.

At the start of the year, we set out

to grow our mortgage book in line

with the overall major bank system

and improve growth in business

and institutional lending. In 2022,

our Australian business lending

increased 15%, growing strongly in

infrastructure, financing, property

and sustainable finance.

But mortgage growth was lower

than our targets. While owner

occupied lending grew, investor

lending contracted, and our

3% growth in total Australian

mortgages was below financial

system mortgage growth of

closer to 7%. We need to finalise

system and process changes to

consistently grow in line with

our targets.

Prospects for growth are

underpinned by service and

customer outcomes. Service levels

improved this year, but we still lag

our peers. This was also reflected

in our Net Promoter Score (NPS)

where improvements weren’t as

extensive as we’d set out to deliver.

As we digitise more services, we

are confident that the customer

experience will be better and more

consistent, and this will be reflected

in our future service and NPS results.

Our people are also instrumental

to our transformation. We measure

the progress on our culture

reset through our Voice+ survey

which includes McKinsey’s global

‘Organisational Health Index’ (OHI)

run independently. This year, our

Group OHI score was 75, up one

point over the year. Our score was

above global and Australian/New

Zealand medians, and just shy of

the 2022 global top quartile score

of 76. Given the disruption caused

by our organisational changes, this

was pleasing.

Sustainability

As a bank and Australia’s oldest

company, we have a responsibility

to work towards a better future.

Our long-standing commitment to

acting on climate change continued

as we joined the Net-Zero Banking

Alliance (NZBA) and continued

our work to align our operations

and lending portfolio with net-zero

by 2050. So far, we have released

2030 targets for five emissions-

intensive sectors in our lending

portfolio and expect to release

additional targets over the next

three years.

Sustainable finance grew,

participating in 69 transactions

in our institutional bank through the

year. We see further opportunities

to invest in the transition and are

increasing the capability of our

people to respond.

Supporting reconciliation remains

a priority and this year we released

our fifth Reconciliation Action

Plan (RAP). Our Elevate RAP lays

out our vision for reconciliation

by focusing on where we can

make the biggest difference.

We seek to continue to make

banking easier for Aboriginal and

Torres Strait Islander customers,

expand career development and

leadership pathways and back

Indigenous enterprises. We have

also reinforced our support for the

Uluru Statement from the Heart

which we see as a credible path

to reconciliation.

Supporting customers

We are charting our way through

an economic environment of

surging global inflation and

fast increases in interest rates.

The Ukrainian-Russian war has

disrupted energy and food markets

which has particularly led to higher

energy costs for consumers and

businesses.

So far, customers are proving

resilient to these dynamics.

For example, 68% of mortgage

customers are ahead of their

repayments and the level of stress

in the portfolio is below September

2018 levels. However, it is inevitable

that customers will gradually feel

the impact of higher interest rates

and this will be a headwind for

the economy in 2023. As ever, we

are on standby to help customers

impacted by these developments.

Our people once again have

stepped up to the challenges

and their support for customers

remains constant. They are the

beating heart of Westpac and on

behalf of myself and the executive

team, I would like to thank them.

Finally, I am grateful to

shareholders for your continued

support. We are working hard to

build the long-term value of your

Company.

Peter King

CEO

WESTPAC GROUP

2022 ANNUAL REPORT

11

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SHAREHOLDER INFORMATION

WESTPAC GROUP 2022 ANNUAL REPORT 12




External environment

2022 was a year of two halves. It

began positively as we emerged

from COVID-19 with activity

recovering and markets re-opening.

Midway through, the outlook

changed as the Ukrainian-Russian

war, supply chain constraints,

higher inflation and rapidly rising

interest rates began to temper

growth expectations and increase

uncertainty.

Westpac’s operating environment

also changed through 2022.

Early in the year, the global and

Australian economies began to

recover as COVID-19 restrictions

unwound, and the significant

stimulus measures applied by

central banks and governments

rolled through. Record low interest

rates, cash support payments

and the gradual re-opening

of domestic economies and

international borders saw a sharp

rebound in economic growth. The

economy also benefitted from

falling unemployment and higher

consumer and business confidence.

This contributed to rising credit and

deposit growth.

By March 2022, the operating

environment was changing. The

collision of stimulatory monetary

policy and supply chain disruptions

boosted inflation. This was

exacerbated by Russia’s invasion

of Ukraine. The rapid rise in

inflation saw interest rates rise as

markets reacted and central banks

tightened monetary policy. The

speed of these moves increased

market volatility and added

uncertainty to the outlook.

At the end of our financial

year, the impact on businesses

and consumers was only just

being felt. Although residential

property prices had softened,

unemployment remained low while

spending and investment held up.

At the time of writing, Australian

GDP growth is around 3.6% per

annum. Unemployment is at

generational lows of 3.5% and

inflation is uncomfortably high

at 7.3%.

In 2022, these conditions have

been broadly supportive for our

business. System credit growth

has increased, rising interest rates

have been positive for net interest

margins, and asset quality has

improved. However, higher inflation

and low unemployment is placing

pressure on wages, particularly

in high demand areas such as IT,

cyber security and risk. Global

financial markets have also been

volatile and competition for lending

remains intense.

We continue to analyse these

conditions closely, including the

impact of rising interest rates

on customers, and the flow-on

effects of higher inflation. We have

no direct exposure to Ukraine

or Russia and our simplification

program has reduced our exposure

outside Australia and New Zealand.

We have considered the impact of

these developments in our credit

provisions.

Competition

Banking across Australia and

New Zealand continues to remain

highly competitive across price,

engagement, and innovation.

Low interest rates and high

market liquidity increased access

to funding and supported price-

based competition for lending

by both banks and non-banks,

particularly in two of our largest

segments, mortgages and small

business lending. While this

period of relatively easy access to

funding has now largely passed,

this has not been accompanied by

any weakening in competition. If

anything, deposit competition has

become more intense.

While innovation in fintech

continues, new market entrants

have generally experienced lower

equity valuations and less owner

support. This has contributed to

some industry consolidation.

An active broker market and new

technologies have also contributed

to competition, allowing consumers

and businesses to easily compare

offers and to apply for faster bank

and non-bank lending.

Outlook

In 2023, we expect lower growth

and higher interest rates, which will

have adverse effects on customers.

However, the impact of rising

interest rates in Australia and New

Zealand has yet to be fully felt by

borrowers, and it is unclear how

much this will impact spending

patterns, investment behaviour

and asset quality.

The quality of our lending portfolio

is sound. We are well provisioned

thanks to our disciplined credit

assessment.

Nevertheless, higher interest rates

will inevitably impact businesses

and consumers. As a result, some

customers will experience a

heightened level of stress. We are

well placed to meet the cost of this

stress and to support customers

facing hardship.

WESTPAC GROUP 2022 ANNUAL REPORT

12

WESTPAC GROUP
2022 ANNUAL REPORT

13

STRATEGiC REViEW

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FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

 

 

    

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Westpac 2023 outlook

In Full Year 2023 (FY23), Westpac

is looking to grow lending broadly

in line with our major bank peers,

particularly given the plans we

have in place in mortgages and the

better growth we achieved in 2022

across business, commercial and

institutional lending. The level of

growth will depend on the flow-on

effects of higher interest rates and

the expected decline in property

prices.

Higher interest rates are likely

to support net interest margins,

although these benefits are

expected to be tempered by

continuing competition across

both loans and deposits, and the

need for additional term wholesale

funding.

Non-interest income in FY23

will continue to be impacted

by the exit of businesses. Over

FY22, we completed the sale of

three businesses. A further two

transactions have been announced

but are yet to complete. We are

also working on the sale of other

businesses.

In 2023, expenses are expected

to be lower as we work to reduce

our cost base to $8.6 billion by

FY24. This is revised from our

previous target of $8 billion given:

higher inflation, persistence of high

regulatory and compliance costs,

our need to maintain investment

in digital and because business

exits will not be finalised by FY24.

Our revised target excludes our

Specialist Businesses segment

which contains the businesses

we initially planned to exit along

with some major notable items.

Achieving the target assumes

inflation eases from its current

levels (consistent with Westpac

Economics’ forecasts), we

complete several critical regulatory

and compliance projects and that

we continue to improve efficiency.

It also excludes new acquisitions

and any significant rise in expenses

from uncertain or not fully scoped

matters, including mandatory

regulatory or compliance

investment.

In FY22, impairment charges were

relatively small, reflecting sound

asset quality and an improvement

in economic fundamentals.

Nevertheless, we set our credit

provisions recognising the

changing landscape. At

30 September 2022, provision

levels were still 18% above pre-

COVID levels, despite Westpac

having reduced lending to some

higher risk sectors, including

unsecured personal lending. In

FY23, impairment charges will

likely rise as consumer and business

stress increases from higher

interest rates, easing economic

growth, rising unemployment and

lower residential property prices.

With new capital rules being

finalised and because our

September 2022 CET1 capital ratio

of 11.3% is within our preferred

range of 11.0% to 11.5%, we currently

do not have surplus capital.

While improving our management

of risk remains a priority, we

expect to direct more resources

to strengthening our customer

franchise and growing our

businesses through improved

service and enhanced products

and services. This will include

continuing to simplify our

operations via digitisation.

With a sharper focus on banking

in our core markets of Australia

and New Zealand, a strong balance

sheet and a highly committed

team, we are well placed to see

these plans through and improve

the strength of our franchise.

WESTPAC GROUP

2022 ANNUAL REPORT

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WESTPAC GROUP 2022 ANNUAL REPORT 14




Address outstanding issues

— Risk management

— Risk culture

— Customer remediation & pain points

— IT complexity

Simplify

Streamline and focus the business

— Exit non-core businesses and consolidate

international

— Reduce products, simplify fees

— Lines of Business operating model

— Transform using digital and data to

enhance the customer experience

Our purpose

Helping Australians

and New Zealanders

succeed.

Our focus

Banking for Australian and

New Zealand consumers, businesses

and institutional customers.

We all own risk at Westpac

Employees are key to strengthening the

management of risk across Westpac.

See the shareholder value section of this Report.

New technology makes business easier

Our EFTPOS Air app turns an Android phone

into a payments terminal for businesses.

See the customer value section of this Report.

Our values

Our five values (or HELPS)

– guide the way and help us

achieve our purpose.

HELPFUL

Passionate about

providing a great

customer experience

ETHICAL

Trusted to do

the right thing

WESTPAC GROUP 2022 ANNUAL REPORT

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Sustainable long-term returns

— Customer service – market leading

— Growth in key markets

— Reset cost base

— Enhance returns, optimise capital

— Strong balance sheet

— Climate change – focus on net-zero

Tapping into technologists in

regional areas

Our technology hub on Queensland’s Gold Coast

opened this year.

See the employee value section of this Report.

LEADING CHANGE

Determined to make it

better and be better

PERFORMING

Accountable to

get it done

SIMPLE

Inspired to keep it

simple and easy

Stakeholder outcomes

Shareholders

148 cents

1

earnings per

share

125 cents dividends per

share

Customers

$613bn in customer

deposits

$740bn in lending

Employees

$5.9bn paid to

employees

50% Women in

Leadership roles

2


Communities

$136m in community

investment

Fifth Reconciliation

Action Plan

The economy

35% effective tax rate,

including the bank levy

$3.1bn income tax

expense, including the

bank levy

Suppliers

$7.1bn total supply

chain spend

$8.8m spent with

Indigenous Australian

suppliers

Environment

Over $1.9bn new

lending to climate

change solutions

Updated climate change

position statement and

action plan

1. On a cash earnings basis.

2. Refer to the 2022 highlights section of this Report for definition.

WESTPAC GROUP

2022 ANNUAL REPORT

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WESTPAC GROUP 2022 ANNUAL REPORT 16




Our sustainability materiality

assessment process

Every year, we conduct a sustainability materiality

assessment where we engage with internal and

external stakeholders to determine our most material

sustainability topics to be included in our sustainability

reporting.

Materiality in the context of our sustainability reporting

is based on the definition from the updated Global

Reporting Initiative (GRI) Material Topics Universal

Standards 2021. Materiality according to GRI is

defined by the significance of the impacts of our

business activities on the economy, environment,

and people, including impacts on their human rights.

This year, in consideration of global sustainability

reporting developments, we enhanced our approach

to further consider the information needs of financial

stakeholders.

Topics identified under our sustainability assessment

are material for the purposes of our sustainability

reporting. They do not necessarily represent matters

which would be considered material for the purposes

of financial statement reporting which is determined in

accordance with accounting standards

Our 2022 material topics are reported into two areas:

—Sustainability topics included in the Annual

Report: Important to the primary users of general-

purpose financial reporting including investors (but

not necessarily considered material in the context of

dedicated financial statement reporting).

—Sustainability topics included in the Sustainability

Supplement: These are other sustainability topics

relevant to a broader group of stakeholders such as

our customers, employees, or communities.

Identification of sustainability impacts and

material topics

We identified our sustainability-related impacts based

on several sources, such as:

—interviews with employees, executives and external

members of Westpac’s Stakeholder Advisory

Council

1

—Strengths, Weaknesses, Opportunities, and Threats

(SWOT) analysis on topics relevant to Westpac

—review of strategy papers, company policies, and

reporting disclosures

—media review, industry surveys, sustainability

reporting standards, investor reports and analysis

—review of sustainability-related risks recorded

within Westpac’s integrated risk and compliance

management system.

In total, 85 impacts were identified, which were then

assessed, consolidated and prioritised to identify

our list of material topics for the purposes of our

sustainability disclosures.

Assessment and prioritisation of

sustainability material topics

We assessed and prioritised the impacts of our

activities on the economy, environment, and people

by using Westpac’s integrated risk management and

compliance systems. We mapped negative impacts

identified in our sustainability assessment to the risks

currently within our integrated risk and compliance

management system in order to extract relevant

severity and likelihood information. Positive impacts

were assessed independently using Westpac’s Risk and

Control Assessment Policy. All positive and negative

impacts with an Inherent Risk Rating

2

of ‘High’ or

‘Very High’ were deemed significant according to the

GRI definition of sustainability reporting materiality,

and consolidated into 16 material topics in the

table opposite.

In assessing our sustainability topics relevant to our

Annual Report and our investors, we considered the

financial impact base amount associated with the

list of actual or potential negative impacts identified

and selected those above a certain monetary

threshold. We added talent attraction and retention,

inclusion and diversity and digital transformation

as additional material topics useful to the primary

users of general-purpose financial reporting, based

on their potential opportunity for our business.

1. The Stakeholder Advisory Council is a forum for a range of external stakeholders to provide insights and feedback to our executives and sustainability leaders

on Westpac’s approach to sustainability.

2. We calculated the Inherent Risk rating based on the highest Inherent Impact and Likelihood rating, as per Westpac Risk Rating Matrix.

WESTPAC GROUP 2022 ANNUAL REPORT

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Financial risk

management

Section 3

Note 22

Tax transparency

Section 3

Note 7

Climate change

and the net-zero

transition

Section 1

Climate Change

and Section 2

Sustainability

Environmental

impact

Section 1

Natural Capital

Work culture

Section 1

Employees

Talent attraction

and retention

Section 1

Employees

Inclusion and

diversity

Section 1

Employees

Ethics and

business conduct

Refer to Corporate

Governance

Statement

AML/CTF risk

management

1



Section 2

Risk factors

Human rights

Section 1

Human RIghts

Data privacy and

security

Section 1

Customers

Digital

transformation

Section 1

Customers

Social licence and

community

Refer to 2022

Sustainability

Supplement

Indigenous

reconciliation

Refer to 2022

Sustainability

Supplement

Marketing and

communications

Refer to 2022

Sustainability

Supplement

Emerging ESG

opportunities

Refer to 2022

Sustainability

Supplement

Topics that have significant positive or negative impacts on the economy, environment and people

Sustainability topics included in the Annual Report

Topics useful to the primary users of general-purpose financial reporting

Sustainability topics included in the Sustainability Supplement

Topics useful to a broader group of stakeholders

FY22 material sustainability topics

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WESTPAC GROUP 2022 ANNUAL REPORT 18


Shareholders

We aim to improve value for

shareholders by growing our

customer franchise, strengthening

returns, reducing risk, and optimising

our capital position while maintaining

a strong balance sheet.

18

WESTPAC GROUP 2022 ANNUAL REPORT

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2022 ANNUAL REPORT

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In FY22 we returned $7.8 billion

to shareholders by paying fully

franked dividends and completing

a $3.5 billion off-market share buy-

back. Dividends for the year were

up 7 cents per share, or 6%. This

year’s payout ratio is 83% on a cash

earnings basis, and 67% excluding

notable items.

While dividends were higher, our

share price was lower and so the

Group’s total shareholder return

(TSR) declined 16% over FY22.

The decline in Westpac’s TSR

compared to a decline of 14%

in the S&P ASX All Ordinaries

accumulation index over the

same period.

Most of our relative share price

underperformance occurred in

November 2021 in the weeks

following the announcement of our

FY21 results. Feedback from market

participants on reasons for the

decline was that our net interest

margins appeared weaker than

peers and the increase in costs over

FY21 was seen as being contrary

to our commitment to reduce our

cost base.

We have worked to address these

issues. Through FY22, costs have

been lower and margins, while

down over the year, increased in

the second half.


Cash earnings per ordinary share

(cents)

Cash earnings basis

Dividends per ordinary share

(cents)

CASH EARNINGS PER ORDINARY SHARE (cents)


FY18FY19FY20FY21FY22

148

266

198

73

146

DIVIDENDS PER ORDINARY SHARE (cents)

FY18FY19FY20FY21FY22

31

31

61

64

125

94

94

188

94

80

174

58

60

118

AUSTRALIAN SHAREHOLDERS

672,589

FY22 DIVIDEND

125 cents

1H2H

WESTPAC GROUP

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WESTPAC GROUP 2022 ANNUAL REPORT 20
Growing our customer

franchise

A strong banking customer

franchise is vital to our long-term

prosperity. This can be measured

by how we serve customers,

including across deposits and

lending, and the quality of our

customer relationships.

In FY22, growth improved. We

increased Australian mortgage

lending 3% while Australian

business and institutional lending

increased 15%. Overall, growth was

below system growth, mostly in

the first half of the year and mostly

due to fewer investor mortgages.

Customer deposits were up 6%

over the year.

The Customer Value section in

this Strategic Review outlines

the progress we’re making

on strengthening customer

relationships. In summary, we

have improved the breadth

and convenience of our online

capabilities, and worked hard

to help protect customers from

scams. Our Australian consumer

service was higher over the year,

as measured by our Net Promoter

Score (NPS) - however we still lag

our peers.

Reflecting the value of the business

over the year, net tangible assets

per share were $17.18, up 2%.

Improving return

To generate value for shareholders

we seek to deliver returns above

our cost of capital. In FY22, our

return on equity on a cash earnings

basis was 7.5% down from 7.6%

in FY21. To improve our returns,

we must grow new business

profitably, achieve appropriate

net interest margins and operate

cost effectively. We also need to

efficiently manage capital.

Over recent years, our net interest

margins have been under pressure,

in large part because of low interest

rates and intense competition in

an environment where funding has

been relatively cheap. While net

interest margins were lower over

the year, increasing interest rates

have helped to restore margins

in the second half and improve

profitability.

Exiting our non-core banking

operations removes the source of

most of our prior remediation costs

and directs more capital to where

it can improve our franchise. Out

of the 11 businesses we earmarked

for sale we have exited seven, with

a further two under transaction

agreements.

To enhance profitability, we must

be efficient and reduce our cost

base. In FY22, costs were 19%

lower. Excluding larger infrequent

items, costs were down 7%. These

trends are positive but as our total

cost base is still $10.8 billion there

is much to do.

Given our strong position and

divestment progress, we conducted

an off-market buy-back earlier

in the financial year, returning

$3.5 billion to shareholders. The

buy-back has reduced our shares

on issue by 4.6% and improved the

efficiency of our capital base.

Strong balance sheet

As a bank, a strong balance sheet

across capital funding, liquidity

and credit quality is vital. Our

CET1 capital ratio was 11.3% at 30

September 2022. This is above

regulatory minimums and puts our

capital levels in the top quartile of

banks globally measured on a like-

for-like basis.

Similarly, our funding and liquidity

ratios are also above regulatory

minimums with our net stable

funding ratio of 121% and our

liquidity coverage ratio of 132%.

Our credit quality metrics

improved over the year, although

we are watching the operating

environment closely for signs

of customer stress. Impairment

provisions of $4.6 billion are set

aside for a potential rise in stress.

WESTPAC GROUP 2022 ANNUAL REPORT

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A focus of our Fix strategic

priority is improving the Group’s

risk management and culture.

This involves avoiding mistakes,

minimising customer remediation

and improving the way we address

issues and manage complaints.

Changes are being driven through

our Customer Outcomes and Risk

Excellence (CORE) program, which

is primarily overseen by the Board

Risk Committee. The three-year

program has 350 activities and so

far we have completed 271

2

.

With the design stage complete,

our focus is now to implement and

embed the changes to strengthen

the way we manage risk.

This year, we upgraded our

financial crime systems and

strengthened our control

environment to reduce sanctions

risks. A multi-year project is

also underway to further lift our

financial crime monitoring and

reporting capabilities. We also saw

progress in the reduction of high

rated issues and escalations.

Progress of CORE activities

2

DesignEmbedImplement

100%87%32%

116

Halved the number of open high

rated issues from 233

1

7

Percentage point increase in

issues raised by first line risk

management, to 74%

1

KEY EMPLOYEE SURVEY

INSIGHTS

1


7%

People constructively challenge


4%

People clear in how expected to

manage risks

CASE STUDY

We all own risk at Westpac

To strengthen the management of risk across Westpac, we are building

a more proactive risk culture. This requires that every employee

understands the risks in their role and proactively manages them,

explicitly considers risks in their decisions, feels safe to speak up and is

recognised for the right risk behaviours. To support these changes, we

have enhanced our policies and procedures, implemented new training

and run case studies to demonstrate how the changes may apply in

practice. Some changes have included:

—mandatory risk training for employees

—refreshing our Code of Conduct

—updating our performance management framework to include the

management of risk

—providing clarity on responsibility for risks through senior leadership

Statements of Accountability.

1. From September 2020 to September 2022.

2. At 30 September 2022. Completed activities finalised by Westpac. Activities may still be subject to Promontory Australia review.

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WESTPAC GROUP 2022 ANNUAL REPORT 22


Customers

The customer service we deliver

and the quality of our products and

services are important components

of our ability to generate returns for

shareholders.

22

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Digital has become the preferred

way for customers to bank with us

– over 90% of all transactions were

made digitally this year. We are

focused on using digital to make

banking simpler and more intuitive

for customers, including by:

—completing the roll-out of

our Westpac app, which is

being used by over 2.7 million

customers. We have integrated

new tools into the app to help

customers better manage their

finances, including personal

finance insights and the ability to

track and categorise expenses

—launching a digital mortgage

—rolling out EFTPOS Air for

Android devices in late

November to help small

businesses connect with

customers and get paid faster

—launching Westpac DataX, a

data analytics service providing

insights for institutional,

government and business

customers.

Advancements in technology are

also reshaping branch services,

allowing any Westpac Group

customer to bank at any of our

branches. And as part of our co-

location strategy, where select

branches are combined, we are

bringing two Westpac Group

branches together under one roof.

We have 27 co-located branches

and expect to establish 100 more

over the next year. In addition,

we’ve extended our partnership

with Australia Post, allowing

customers to bank at 3,500

locations across Australia.

Using customer

feedback to drive

change

Customer complaints provide

insights into how we can improve

our customer service. Over the

last few years, we have made it

easier for customers to share their

feedback. We are building a culture

where employees spot, own and log

complaints and have invested in our

underlying systems and processes.

Our new Group-wide complaints

system guides our people through

the complaints management

process and is contributing to more

consistent outcomes for customers.

We are also making it easier for

customers to share feedback more

easily, including the expansion of

our mobile and digital complaints

channels to St.George, BankSA and

Bank of Melbourne customers.

Measures of change:

—94% of complaints are

resolved at first point,

up 10% on FY21

—Average time to resolve

complaints remained

stable over the year

at 5 days

—Solved 72% of all

complaints within 5 days

CUSTOMERS

12.7m

DIGITALLY ACTIVE CUSTOMERS

5.5m

NEW AUSTRALIAN HOME LOANS

$107bn

NEW AUSTRALIAN BUSINESS LOANS

1

$24bn

1. New loans for our Australian Business segment.

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The area of cyber security is

rapidly evolving, with advances

in both attacker techniques

and innovations in defence

capabilities. Scams are continuing

to increase and are becoming

more sophisticated and difficult to

detect. We have been investing in

our defences against cybercrime

for many years. This year, we

introduced a range of prevention

measures to help keep customers

safe, and to raise awareness

including through:

—rolling out dynamic card

verification codes (CVC) through

our app. The three-digit code

changes every 24 hours, limiting

cards from being scanned and

used again. Since 2020, the use

of dynamic CVCs has reduced

the incidence of related fraud by

80%

—introducing proactive scam

blocks of suspect online

transactions from overseas

retailers deemed high-risk, over

204,000 transactions were

blocked this year

—blocking of over 94,000 phone

numbers to help prevent

scammers impersonating

Westpac

—releasing a recording of a

conversation between a

customer and a scammer

pretending to be from Westpac

to demonstrate the warning

signs of a scam

—providing real-time security

prompts – new technology in

the Westpac app will detect if

a customer is connected to an

untrusted Wi-Fi network, and

prompt customers to switch to a

trusted network or mobile data.

Our customer data is handled

in accordance with our Privacy

Statement and maintained via

detailed privacy and cybersecurity

controls. Led by our Chief Privacy

Officer, we are committed to

continually improving our approach

to privacy. This year, progress

has been made in strengthening

our management of privacy risk

including simplifying our Privacy

Statement and improving our

ability to assess privacy risk across

the Group.

Helping when it

matters most

As Australia’s oldest bank and

company, we have a long history

of helping customers through

life’s ups and downs – from major

economic downturns and natural

disasters to personal crises.

Events of recent times have been

no exception. Our people stood

behind customers through the

uncertainty created by COVID-19,

and they stepped up again this year

to support customers impacted

by some of the worst floods ever

recorded in Australia.

Following the extreme weather

events that struck Australia’s east

coast this year, we set up our

mobile ‘Bank in a Box’ in Lismore

to support customers with urgent

banking needs. We established

a $2 million flood support fund,

providing grants of up to $3,000 to

eligible small business customers

impacted by the floods. We also

provided over 1,600 disaster relief

packages to customers over the

year.

As we face another form of

headwinds, with surging inflation

and rising interest rates, we will

support customers impacted by

the increased cost of living.

Supporting vulnerable

customers

Any person or business can

experience financial hardship

without warning. We are

committed to supporting

customers through tough times

to help them get back on track.

Whether it’s due to illness, loss

of employment, a relationship

breakdown or something else,

we assess each circumstance on

a case-by-case basis. Tailored

solutions may range from short

and long term arrangements,

term extensions, and varying or

deferring loan repayments, as

well as referring customers to free

support services such as not-for-

profit financial counsellors.

We also have specialist teams

who offer extra care in supporting

customers experiencing

vulnerability, including domestic

and family violence, financial abuse,

scams and fraud, and problem

gambling.

Over the year, more than 42,000

cases were escalated through our

vulnerability teams. Over 36,000

applications for financial assistance

packages were approved for

customers experiencing financial

hardship.

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Westpac customer and founder of Danielli’s Fine Foods, Ron,

participated in our EFTPOS Air pilot this year. The app turns an

Android phone into a payments terminal – allowing businesses to

accept payments without any extra hardware. It makes it easy for small

businesses to take payments anywhere, at any time.

Ron settled in Australia from Italy, bringing his passion for coffee with

him. Together with his wife, Chantal, they established Danielli Café in

Sydney’s The Rocks in 2006 and later launched Tea Amo, additional

cafés and a weekend market stall.

“EFTPOS Air is really convenient. It allows me to accept payments

wherever I’m working – in the café or at our market stall,” says Ron.

“The app is great for busy times as it helps our team serve our

customers faster. We get a lot of positive comments from excited

customers and other local business owners.”

Building financial

literacy and wellbeing

As a major bank we have an

important role to play in building

money management skills across

society. These skills can help build

financial resilience to potential life

shocks. By educating customers,

employees and communities in

a way that is relevant to their

needs and circumstances, we can

give people the knowledge and

confidence they need to make

informed financial decisions.

Westpac’s Davidson Institute

makes financial literacy accessible

to everyone. It provides a range

of free training resources and

downloadable tools for individuals

and businesses, with tailored

content for women, young people,

not-for-profits and First Nations

people.

This year more than 210,000

people accessed our financial

education programs and content.

Making banking more

accessible

Westpac is proud to have topped

the Access & Inclusion Top

Performers 2021-2022 list, as

judged by the Australian Network

on Disability in June 2022. We

were also recognised as best-

in-class in Communications and

Marketing, Product and Services,

Information Communication

Technology, Suppliers and Partners

and Innovation.

The Group has already embedded

52% of actions in our Access &

Inclusion Plan (2021-2024), and is

on track to complete all initiatives

within the Plan timeframe. Some

of our recent customer access and

inclusion initiatives include the

roll-out of new accessible EFTPOS

Now terminals, the launch of Easy

English Guides, and creating a

more inclusive complaints process

for customers needing to raise a

complaint via Auslan.

Tactile Braille debit and credit

cards are offered to all Bank of

Melbourne and BankSA customers.

They feature a Braille D on debit

cards and a Braille C on credit

cards, with a notch to help all

customers orient them, including

those who live with vision and

mobility impairments.

See our 2022 Sustainability

Supplement for more information

on how we are supporting

vulnerable customers, building

financial literacy, and improving

accessibility and inclusion.

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HOW WE CREATE VALUE FOR OUR

Employees

Our people are central to providing

a leading customer experience,

improving our business, and

improving shareholder value. We

are committed to investing in our

people and creating a workplace

that is diverse and inclusive, where

accountabilities are clear, the right

behaviours are rewarded, and it is

safe to speak up.

26

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In 2020, we launched our Culture

Reset program to strengthen our

culture. This defined our four key

cultural shifts and foundations for

performance:

—digitised, simplified, clear and

quick

—accountable and empowered

—getting better and no surprises

—safe and owning risk.

In 2022, we have made strong

progress on all key behaviours

and day-to-day work experience.

Accountability, customer focus, risk

aware and continuous improvement

are now amongst our top 10 values

across the organisation and there is

a strong sentiment that things are

getting better.

Underpinning our culture are our

purpose, values and behaviours

(PVB) which guide employees

and shape how we contribute to

our customers. We seek to ensure

that our culture aligns to our PVB

through:

—our executives, setting the ‘tone

from the top’ by role-modelling

consistent behaviours and

practices demonstrating sound

risk management

—our leaders, coaching our people

to live our values and behaviours

so that they can identify, report,

manage and resolve risks, be

accountable and recognise

positive risk behaviours

—our processes, structures and

systems aligned to our PVB

—our culture measurement tool,

monitoring our progress and

outcomes.

Culture Reset – Desired Culture Traits

Digitised,

simplified,

clear and quick

Empowered people, with courage to act and

simplified systems/processes/operating model.

Accountable

and

empowered

Everyone knowing their role in delivering on

clear, agreed outcomes, a high-performance

ethic with true end-to-end accountability.

Getting

better and

no surprises

Value relationships with honesty and challenge,

while embracing improvement over image and

feeling safe to raise issues early. Recognise

where we are, fact-based performance.

Safe and

owning the risk

Learning culture, where people own the risk

and feel safe to speak up and challenge and

take accountability. Balancing consequence

management with more recognition,

engagement and coaching.

NUMBER OF EMPLOYEES

1

37,476

PAID TO OUR PEOPLE

$5.9bn

WOMEN IN LEADERSHIP

2


50%

ORGANISATIONAL HEALTH INDEX

75 +1pt over the year

1. Full time equivalent at September 2022.

2. Women in Leadership refers to women in leadership roles. It includes the CEO, Group Executives,

General Managers, senior leaders with significant influence on business outcomes (direct reports

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

General Manager, and Bank and Assistant Bank Managers.

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Measuring

organisational health

Voice+ is our culture measurement

tool providing a holistic measure

of our important cultural metrics

and shifts, including performance

culture, risk culture and key

behaviours. Voice+ includes

McKinsey’s global ‘Organisational

Health Index’ (OHI) which provides

a detailed picture of management

practices, organisational health

outcomes and the OHI score which

benchmarks our organisational

health relative to global standards.

This year, we achieved our target

OHI score of 75, ranking us above

Global Banking (+5pts higher)

and Australian and New Zealand

(+10pts higher) medians. This was

just below the 2022 global top

quartile – a positive outcome for

the organisation.

A diverse and inclusive

workforce

Building a workforce that reflects

the diversity of our 12.7 million

customers is vital to our long-term

prosperity. We aim to build an

environment where our people can

bring their whole selves to work. In

doing so, we are creating a culture

where employees feel they belong

and are encouraged to bring new

ideas and understanding.

Embracing diversity improves

decision making and enables us

to better support the diverse

customers we serve.

We are strengthening workforce

diversity and inclusion through:

—a range of targeted initiatives

and policy improvements

—working closely with employee

action groups that represent

diverse communities across

the Group

—enhancing the divisional Inclusion

and Diversity Councils.

Three areas of focus are gender

equality, representation of different

cultures in leadership roles and

Indigenous representation.

Gender equality

Our commitment to gender

equality is longstanding. In 1995,

we were the first listed company

to introduce paid parental leave

and have maintained a gender

equality target of 50% for Women

in Leadership for six consecutive

years.

Last year, we signed up to the

investor-led ‘40:40 Vision’ initiative,

pledging to achieve gender balance

on the Executive Team by 2030 –

currently 45%. The Board also has a

40:40:20 target – currently 40%.

This year, further changes

supporting gender equality

included:

Progressive policies: We increased

paid parental leave to 16 weeks and

introduced special paid leave for

pregnancy loss. We also built on

policies and initiatives to support

women’s safety, including training

for all levels of the organisation to

prevent sexual harassment. We also

extended paid leave for domestic

and family violence.

Gender pay equity: We continue

our commitment to gender pay

equity. While there is a difference

in aggregate at some levels, our

aim continues to be that there is

no difference in pay equity for

people in similar roles across the

organisation. Over 2020 and 2021,

aside from our annual remuneration

review processes, we adjusted

salaries for 759 female employees

to address pay equity. Our policy

continues to be to take prompt

remedial action if we become

aware of a pay gap in like for like

work. Earlier this year, we removed

pay confidentiality clauses from

employee contracts, with a goal of

improving pay transparency and

building trust around pay.

Mentorship and development.

We are a major sponsor of ‘Mentor

Walks’, connecting female senior

executive mentors across Australia,

Singapore and New Zealand.

We have mirrored the program

internally, facilitating connections

for our aspiring female leaders with

senior women across the Group.

We also continue our partnership

with Chief Executive Women,

which supports our female leaders’

development.

Cultural diversity

We introduced a variety of

initiatives to support cultural

diversity. We enhanced our Cultural

Diversity Leadership Shadowing

Program for employees with

diverse cultural backgrounds,

and increased participation to

over 150 employees. We support

employee action groups (EAGs)

that represent over 10,000

employees. EAGs support inclusion

and diversity by connecting our

employees who are like-minded and

share similar experiences and who

are passionate about supporting

their community. These EAGs are

representative of our youth, our

culturally diverse employees, our

women, our LGBTIQ+ community,

our Indigenous employees,

veterans, domestic and family

violence community, the disability

network, our skilled volunteers, and

our 50+ years old employees.

We are working to better

understand the diversity of our

workforce and identify areas we

need to improve. This year, 35% of

our people participated in a survey

with responses indicating high

levels of inclusivity in our workforce.

We are now embedding this survey

into our annual Voice+ survey

and will use the insights gained to

inform our future strategy, policy

development and frameworks

to build an even more inclusive

workplace.

Indigenous representation

One of the four areas of focus

of our fifth Reconciliation

Action Plan (RAP) is Meaningful

Careers, which aims to create

jobs and employment pathways

for Aboriginal and Torres Strait

Islander peoples.

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Attracting and

retaining great people

Building the right workforce by

attracting new talent and retaining

great employees is a priority.

Competition for talent has become

fiercer as people look for career

changes, more flexibility and the

option to work away from the major

capital cities.

Given these developments, we’re

redefining our offer to employees,

increasing flexibility and tailoring

solutions for different segments,

including:

—offering different ways for

employees to work flexibly

between their office and

home. We are also trialling

new approaches to tap into

experts, such as establishing our

technology hub in Queensland.

—through our graduate and intern

programs, creating employment

pathways that better support

hybrid working while focusing

on connection and collaboration.

We also use our graduate

program to attract non-finance

graduates (e.g. STEM), to further

increase the diversity of our

workforce.

We are committed to combining

workforce flexibility with pay

equity. Westpac’s pay principles

are to pay employees fairly and

competitively against the external

market, based on capability and

experience.

Pay is particularly important to

our people this year given higher

inflation. We have finalised voting

on our new Australian 2023

Enterprise Agreement with two

thirds of employees, who voted,

voting yes. The new Enterprise

Agreement provides employees

with competitive fixed pay

increases in 2023 and 2024, while

also providing employees a pre-

tax one-off payment of $1,000 to

help with the current cost of living

pressures.

Building capability and

skills for the future

As we develop our workforce it is

vital that we build on the skills of

existing employees, supplemented

with new capabilities. We have a

capability framework that identifies

improvement areas so we can

develop programs to fill those

gaps. Areas of focus this year

included:

Risk management: Learning

programs to strengthen risk and

financial crime capability and

reinforce the importance of good

customer outcomes through

improved risk management.

Since FY21, around 10,000

employees have participated in risk

fundamentals workshops. This year,

our people also completed over

30,000 hours of financial crime

training and many participated in

our financial crime awareness week.

Such programs have contributed

to 93% of employees saying ‘I am

clear on how I am expected to

manage risks in my role’.

1

Digital and data capabilities:

Partnered with Massachusetts

Institute of Technology to improve

the digital and data skills of over

100 senior leaders. The tailored

program assessed the impact

of digital on Company success

and built awareness of emerging

technologies and digital platforms.

ESG: Partnered with Monash

University and Climateworks

Centre to design and deliver

workshops to over 1,100 employees

to establish baseline knowledge

of ESG opportunities, risks and

issues. Over 3,000 employees

also completed ESG fundamentals

online training.

CASE STUDY

Tapping into technologists in regional areas

The demand for digital skills is rising and with the drift of skilled

workers out of big cities, our new technology hub on Queensland’s

Gold Coast has opened a new gateway for engineers to join

Westpac. So far, 47 software engineers are based at the hub, and

we aim to increase that to 200 experts over the next few years.

1. As at June 22, Risk Culture Dashboard, Strategic Insights Platform.

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HOW WE CREATE VALUE FOR OUR

Community

Westpac is one of Australia and

New Zealand’s largest companies

and providers of capital, but we’re

also deeply connected to the local

communities in which we operate.

We provide value by supporting the

economy, partnering with community

organisations, and backing a

stronger, more inclusive society

through our philanthropic and

community programs.

30

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Westpac plays a significant role in

supporting the economy as a bank,

an employer, a buyer of goods and

services, a backer of Australian and

New Zealand businesses, and an

investor in our communities.

We employ more than 30,000

people in Australia, 5,000 in New

Zealand and nearly 1,000 in Pacific

1

,

and contributed $3.1 billion in

income tax with an effective tax

rate of 35% (including the bank

levy).

Backing diverse business and

social enterprise

Through our Supplier Inclusion and

Diversity program, we seek to work

with Indigenous owned businesses,

social enterprises, Australian

Disability Enterprises, women-led

businesses and businesses with a

B-Corp certification.

We recognise the opportunities our

supply chain creates to positively

impact people and we seek to

promote social and economic

participation through our sourcing

strategies and practices.

Our spending with diverse

suppliers was $20.7 million this

year, compared with $11.6 million

last year. Of that total, $8.8 million

was spent with Indigenous-

owned businesses compared with

$1.6 million last year.

One of the reasons for this increase

was the engagement of Aboriginal

and Torres Strait Islander-owned

businesses in completing the fit-out

of our new Western Sydney Hub at

Parramatta Square, which opened in

August 2022.

Investing in

communities

Through our community programs,

we support and encourage our

employees to make a difference

in the issues and causes that

matter to them. This year through

our Matching Gifts program,

over $2.27 million of employee

donations to more than 800

charities were matched. This

included donations and matching

of approximately $60,000 for our

Ukraine Appeal, and more than

$112,000 towards the Salvation

Army Flood Appeal. In addition

Westpac Group made a $200,000

corporate donation to the Salvation

Army Flood Appeal.

$3.1bn

income tax expense, including

the bank levy

35%

effective tax rate, including

the bank levy

$136m

invested in the community

$20.7m

spent with diverse suppliers, of which

$8.8m was with Indigenous-owned

businesses

1. Headcount including permanent full-time and part-time, temporary full-time and part-time and non-

guaranteed hours and excluding contractors. See the 2022 Sustainability Index and Datasheet for a

more detailed breakdown of headcount.

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Westpac Foundation

Westpac Foundation

3

supports

social enterprises and community

organisations that create jobs and

provide training and education

pathways for Australia’s most

under-represented. Its mission is

to help social enterprises create

10,000 jobs by 2030. Since 2015

it has helped create approximately

6,000 jobs

1

.

This year, Westpac Foundation

awarded 54 grants valued at a total

of $3.4 million to organisations

creating jobs and opportunities

for people overcoming barriers to

employment, including refugees

and asylum seekers, people with

disability, and Aboriginal and

Torres Strait Islander Australians.

Westpac Scholars Trust

Westpac Scholars Trust

4

awards 100

scholarships a year to individuals

who have the drive and potential to

help shape a better future. Together

with leading Australian universities,

since 2015 it has awarded over

$35 million in scholarships to more

than 640 scholars who challenge,

explore, and set new benchmarks

in innovation, research and

social change.

This year, the Trust expanded

its priorities to include scholars

addressing the impact of climate

change. The program backs

research and social initiatives in

four key areas: technology and

innovation, strengthening Australia-

Asia ties, creating positive social

change; and now, ensuring a

sustainable future.

St.George, BankSA and Bank

of Melbourne Foundations

St.George Foundation

5

, BankSA

Foundation

5

and Bank of

Melbourne Foundation

5

fund

children’s charities that help create

brighter futures for children and

young people in need in our local

communities. In 2022, more than

$2.5 million was awarded to 57

charities across Australia.

Aurora Education Foundation was

the recipient in 2022 of St.George

Foundation’s three-year Inspire

Grant of up to $600,000. The grant

will support Aboriginal and Torres

Strait Islander high school students

to access educational, wellbeing

and cultural opportunities, so

these young people can realise

their academic potential and

achieve their life goals. Students

who participate in this program

are twice as likely to achieve a

Year 12 education compared with

Indigenous students nationally.

80,000 helicopter rescue

missions and counting

This year marked 49 years of

sponsorship of the Westpac

Lifesaver Rescue Helicopter

Service. The Service responds to

emergencies ranging from coastal

search and rescue to inland motor

vehicle and farming incidents, as

well as transferring critically ill

patients between hospitals.

More than 80,000 missions, with

no-one ever having to pay to

be rescued.

Next year the celebrations will

continue as we reach 50 years

of partnership and say thank

you to the crew and personnel

who dedicate their lives to

helping others.

Safer Children, Safer

Communities

The Safer Children, Safer

Communities program involves a

series of actions and investments in

Australia and across Asia-Pacific to

help make a meaningful impact on

child safety and protection. Since

2020 we have supported more

than 50 organisations to empower,

protect and support children and

their families.

1,300+

jobs created in 2022

1

by Westpac

Foundation-supported social

enterprises

640+

active scholars

2

supported by

Westpac Scholars Trust since 2015

1. Jobs created is reported one quarter in arrears, from July to June.

2. Active scholars refers to the total number of individuals who have been awarded a scholarship and have completed or are in the process of completing

their degree or fellowship.

3. Westpac Foundation is administered by Westpac Community Limited (ABN 34 086 862 795) as trustee for Westpac Community Trust (ABN 53 265

036 982). The Westpac Community Trust is a Public Ancillary Fund, endorsed by the ATO as a Deductible Gift Recipient. None of Westpac Foundation,

Westpac Community Trust Limited nor the Westpac Community Trust are part of Westpac Group. Westpac provides administrative support, skilled

volunteering, donations and funding for operational costs of Westpac Foundation.

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

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

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

5. St.George Foundation, BankSA Foundation and Bank of Melbourne Foundation are all administered by St.George Foundation Limited (ABN 46 003 790

761) as trustee for St.George Foundation Trust (ABN 44 661 638 970), a Public Ancillary Fund endorsed by the ATO as a Deductible Gift Recipient. While

St.George Foundation Limited is a related body corporate of Westpac Group, neither St.George Foundation, BankSA Foundation, Bank of Melbourne

Foundation nor St.George Foundation Trust are part of Westpac Group. Westpac provides administrative support, donations and funding for operational

costs of the Foundations.

Sustainability

Supplement

Read more about our progress

against our 2021-2023

Sustainability Strategy and

our broader contribution to

the community in our 2022

Sustainability Supplement.

2022

WESTPAC BANKING CORPORATION

ABN 33 007 457 141

Sustainability

Supplement

WESTPAC GROUP 2022 ANNUAL REPORT

32

WESTPAC GROUP
2022 ANNUAL REPORT

33

STRATEGiC REViEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION



   

 



 





  



 



  

  

 

 

 





 

 





 

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Advancing

reconciliation

We launched our new Elevate

Reconciliation Action Plan (RAP)

in June this year, to coincide with

National Reconciliation Week.

There are four key focus areas in

the RAP:

—Valuing culture: building

relationships based on trust and

respect; valuing cultures and

histories, and recognising the

importance of self-determination

—Meaningful careers: investing

in Indigenous careers through

dedicated programs to recruit,

retain and develop Aboriginal

and Torres Strait Islander people

—Better banking experiences:

making it easier for Indigenous

customers to do business with

us, and helping to improve

financial inclusion and economic

participation

—Backing Indigenous enterprise:

helping more Aboriginal and

Torres Strait Islander Australians

to grow their businesses as

our customers, suppliers and

partners.

Our Sustainability Supplement

details our progress against our

key reconciliation targets and

provides more information on our

major programs and initiatives.

The full 2022-2025 Reconciliation

Action Plan is also available on

our website.

Building capacity

More than 3,000 employees

participated in our volunteering

programs, sharing their skills

and time to support community

organisations and social

enterprises.

Board Observer Program

The Westpac Board Observer

Program is a unique program for

our community partners, which

aims to bring new skills and

perspectives to their Boards.

Developed with legal and

consulting firm MinterEllison, the

Program provides community

partners the opportunity to invite

senior Westpac or MinterEllison

professionals to attend their

organisation’s Board meetings as

an observer for 12 months.

Community partners gain fresh

insights, skills and capabilities and

increased connections into Westpac

while our employees benefit from

developing their social leadership

skills, building relationships and

navigating the complexities of

boardroom decision making.

Thirty-three Westpac employees

participated as Board observers

this year, and a total of 120 have

taken part since the program

began in 2017. Many observers

have since transitioned to Director

or Strategic Advisor roles on

their Boards after completing

the program.

CASE STUDY

Westpac Research Fellow’s plan to save

our reefs

Dr Shawna Foo describes herself as an ‘ocean optimist’. Her research

is being supported by the Westpac Scholars Trust as part of its focus

on sustainability and involves identifying corals in parts of the Great

Barrier Reef which have been impacted by warming but are less likely

to bleach. “We need to find out why some corals are able to thrive

under environmental stress,” she says, “and use that information to help

increase coral reef resilience.”

Despite being shocked at the damage she has seen on the reef, Dr Foo

believes that positive action is possible. “I’m excited to play a part in

discovering ways to best protect our marine ecosystems in the face

of climate change,” she says.

1. This includes those children, young people and adults reached by technology, response and recovery-based programs delivered by our Australian-based

grant recipients and international partners, from 1 October 2021 to 30 June 2022.

2. This includes those children, young people and adults reached in early intervention, education and preventative programs delivered by our Australian-

based grant recipients and international partners, from 1 October 2021 to 30 June 2022.

WESTPAC GROUP

2022 ANNUAL REPORT

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SHAREHOLDER INFORMATION

WESTPAC GROUP 2022 ANNUAL REPORT 34

Sustainability

Sustainability

approach

Westpac’s purpose is to help

Australians and New Zealanders

succeed. Our sustainability approach

integrates our purpose and seeks to

respond to sustainability priorities

that matter most to our stakeholders,

so we can support and create value

for our customers, shareholders,

communities and the broader

economy.

Across the Group, we continue

to work to embed sustainability

performance measures through our

three-year 2021-2023 Sustainability

Strategy that aligns with the United

Nations Sustainable Development

Goals (SDG).

Our sustainability disclosures

are prepared based on global

sustainability frameworks, standards

and initiatives, such as the Global

Reporting Initiative (GRI), the

Sustainability Accounting Standards

Board (SASB), the Task Force on

Climate-Related Financial Disclosures

(TCFD), the United Nations Principles

for Responsible Banking (UNPRBs),

the United Nations Guiding Principles

on Business and Human Rights

(UNGPs), the United Nations Global

Compact (UNGC), and now the

NZBA.

More information on our sustainability

performance data, glossary, and our

alignment with reporting standards,

including the recent 2021 GRI

Universal Standards, is available in

our 2022 Sustainability Index and

Datasheet. We obtained independent

assurance over various subject matter,

including a selection of sustainability

performance data and assertions

made regarding our sustainability

reporting disclosed in our 2022

Annual Report, 2022 Sustainability

Supplement and 2022 Sustainability

Index and Datasheet.

Other sustainability-related disclosures

can be found on our website.

2022 Sustainability Supplement

2022 Sustainability Index and

Datasheet

Net-Zero 2030 Targets and Financed

Emissions – our methodology and

approach

Climate Change Position Statement

and Action Plan

Human Rights Position Statement and

2023 Action Plan

2022-2025 Reconciliation Action Plan

Child Safeguarding Position

Statement

2021 Safer Children Safer

Communities Progress Report

2021 Modern Slavery Statement

More information on Sustainability

Governance and Risk Management,

including Risk Factors and scenario

analysis, is available in Section 2 of

the Annual Report.

Important information. This Annual Report contains climate-related and other forward-looking statements, including targets,

commitments, plans, estimates, assumptions and metrics. For an explanation of forward-looking statements and the risks, uncertainties

and assumptions to which they are subject, see ‘Reading this report’ in Section 2. Please consider those important disclaimers when

reading the forward-looking statements in this Annual Report.

WESTPAC GROUP 2022 ANNUAL REPORT

34

WESTPAC GROUP
2022 ANNUAL REPORT

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STRATEGiC REViEW

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FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

 





  

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1 Net-zero, climate resilient operations

2 Supporting customers’ transition to net-zero and

to build their climate resilience

3 Collaborate for impact on initiatives towards

net-zero and climate resilience

As we review our reporting and disclosure approaches,

our climate-related metrics and targets, and their

presentation, may change in the future in line with

evolving sustainability standards and relevant industry

recommendations and practices.

Climate change

Strategy

1. A pathway to net-zero by mid-century, or sooner, including CO

2

-e emissions reaching net-zero at the latest by 2050, consistent with a maximum

temperature rise of 1.5°C above pre-industrial levels by 2100.

2. 2022 figures include direct operations in Australia, New Zealand, Fiji, Papua New Guinea, Singapore, United Kingdom, China, Germany and the United

States. Reporting boundary expanded since 2021 to include Singapore, China, Germany and the United States.

1 Net-zero, climate resilient operations

We are committed to reducing

the climate change impacts of our

operations.

In 2022, our Scope 1 and 2 operational

greenhouse gas emissions and

Scope 3 supply chain (non-financed)

greenhouse gas emissions were 70%

and 29% lower than our 2016 baseline,

respectively.

To align with our 2030 sector lending

targets baseline, we have updated

our direct operational Scope 1 and 2

absolute emissions reduction target

to be 64% by 2025 and 76% by 2030,

relative to a 2021 baseline. This update

has not changed our level of ambition.

Our revised Scope 3 supply chain

(non-financed) emission reduction

target is 50% by 2030, relative to a

2021 baseline.

These targets align with a 1.5°C

pathway to net-zero by 2050.

We will report on progress against our

updated targets in FY23.

To achieve our operational emissions

reduction targets, we remain

committed to sourcing the equivalent

of 100% of our global electricity

consumption from renewable sources

by 2025. To manage our Scope 3

supply chain (non-financed) emissions

reduction target we will focus on the

most material sources. We seek to

work with key suppliers to improve

their emissions reduction policies

and processes to reduce our supply

chain emissions.

To build climate resilience we are

developing our approach to assessing

and managing physical climate risk

to our direct operational sites and

strengthening controls in areas such

as business continuity and property

leasing.

Westpac Group operational greenhouse gas (GHG) emissions before carbon credits (tCO

2

-e)

2

20222021

Location-based GHG emissions (tCO

2

-e)

Total Scope 1 emissions7,2977,851

Total Scope 2 emissions76,18189,261

Total Scope 3 supply chain (non-financed) emissions68,78568,722

Total Scope 1, 2 and 3 (non-financed) emissions (tCO

2

-e)152,263165,834

Market-based GHG emissions (tCO

2

-e)

Total Scope 1 emissions7,297 7,851

Total Scope 2 emissions36,73453,981

Total Scope 3 supply chain (non-financed) emissions63,37771,738

Total Scope 1, 2 and 3 (non-financed) emissions (tCO

2

-e)107,408133,570

WESTPAC GROUP

2022 ANNUAL REPORT

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WESTPAC GROUP 2022 ANNUAL REPORT 36
    

 







Reduce our financed emissions

In line with our NZBA commitment,

we have set interim 2030 financed

emissions targets for five sectors in

our lending portfolio.

Financed emissions are the Group’s

Scope 3 emissions attributable to its

lending portfolios. We aim to achieve

these targets by 30 September 2030.

In our target setting process, we

focus on sectors that represent

material financed emissions based on

current data and methodologies.

1. Upstream oil and gas includes exploration, extraction and drilling companies, integrated oil and gas companies (that have upstream activities), and LNG

producers. The scope does not include midstream and downstream companies.

2. Companies with >5% of their revenue coming directly from thermal coal mining (i.e. the production and sale of thermal coal). Adjacent sectors (including

mining service providers) will be covered in other targets as appropriate. Transactional banking and rehabilitation bonds are excluded from our target.

3. Companies that are electricity generators include customers with >10% revenue coming from power generation or >5% revenues from thermal coal

electricity generation. Target excludes electricity transmission / distribution companies and Scope 3 emissions of electricity generators.

4. Companies that produce clinker in-house. Target includes emissions generated from calcination in clinker production as well as fuel combustion and

electricity consumption associated with the cement production process.

5. Discrete borrowers with office properties comprising a majority of their portfolio and with commercial real estate TCE > $75 million within Specialised

Lending – Property Finance (Investment only) and Corporate portfolios, as defined under Pillar 3 reporting. This excludes construction finance.

6. International Energy Agency Net Zero by 2050 (IEA NZE) scenario specifies that no new (greenfield) oil and gas fields are needed beyond those projects

that have already been committed (i.e. approved for development) as of 18 May 2021. The IEA NZE scenario is the International Energy Agency’s Net Zero

by 2050: A Roadmap for the Global Energy Sector report, 2021.

7. Where the Australian or New Zealand Government or regulator determines (or takes a formal public position) that supply from the asset being financed is

necessary for national energy security.

8. A credible transition plan should be developed by reference to the best available science and should include Scope 1, 2 and 3 emissions and actions the

company will take to achieve GHG reductions by 2050 aligned with a 1.5°C pathway.

9. Base building operational Scope 1 and 2 emissions. Target excludes all Scope 3 emissions (e.g. tenant emissions from electricity and appliance use,

construction, embodied emissions and corporate activities).

Sector targets in line with our NZBA commitment

SECTOR2030 FINANCED EMISSIONS REDUCTION TARGETFY21 BASELINE

Extractives – Upstream oil

and gas

1

23% reduction in Scope 1, 2 and 3 absolute

financed emissions by 2030 (relative to 2021

baseline)

We have updated our upstream oil and gas

position to support this target. Our position

provides:

• we will only consider directly financing

greenfield oil and gas projects that are in

accordance with the IEA NZE scenario

6


or where necessary for national energy

security

7

,

• we will continue to provide corporate

lending where the customer has a credible

transition plan

8

in place by 2025, and

• we will work with customers to support

their development of credible transition

plans prior to 2025.

7.5 MtCO

2

-e

(absolute financed

emissions)

Extractives – Thermal coal

mining

2

Zero lending exposure to companies with

>5% of their revenue coming directly from

thermal coal mining by 2030

$216.7m

(lending exposure)

(TCE as at 30 Sep 2021)

Power generation

3

0.10 tCO

2

-e/MWh for Scope 1 and 2

emissions intensity by 2030

0.26 tCO

2

-e/MWh

(emissions intensity)

Industrials – Cement

production

4

0.57 tCO

2

-e/tonne of cement for Scope 1 and

2 emissions intensity by 2030

0.66 tCO

2

-e/tonne cement

(emissions intensity)

Australian commercial real

estate (large customers with

office properties

5

)

62% reduction in Scope 1 and 2 emissions

9


intensity (kgCO

2

-e/m

2

net lettable area)

by 2030 (relative to a 2021 baseline) for

Australian large

5

customers with office

properties

Baseline and progress to be

disclosed in FY23

Net-Zero 2030 Targets and

Financed Emissions - our

methodology and approach (our

Targets and Financed Emissions

methodology)

Refer to our Targets and Financed

Emissions methodology on our

website for more information on

our 2030 sector targets, including

scope, sector boundary and target

definitions and FY21 baselines.

WESTPAC GROUP 2022 ANNUAL REPORT

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2022 ANNUAL REPORT

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In 2022, Westpac entered into a virtual power purchase agreement with

Flow Power to purchase 32.5 gigawatt hours of generation from the existing

Ararat Wind Farm in rural Victoria and the Berri Solar Farm and Battery in

South Australia.

The new deal paves the way for us to source the equivalent of 100% of our electricity consumption in Australia

from renewable energy sources by 2025, in line with our commitment to source the equivalent of 100% of

our global electricity consumption from renewable sources by 2025. It also offers the bank greater certainty

of electricity supply costs at a time of heightened price volatility across electricity markets. The new VPPA is

aligned with our commitment to support the communities where Westpac operates. The Berri project has plans

for a community fund to back clean energy initiatives such as local electric vehicle charging stations, as well as

local education and environmental programs.

Upstream oil and gas

(absolute financed emissions; MtCO

2

-e for

Scope 1, 2, and 3 combined)

Power generation

(emissions intensity; tCO

2

-e/MWh for

Scope 1 and 2)

Cement production

(emissions intensity; tCO

2

-e/tonne of

cement for Scope 1 and 2)

7.0

6.0

5.0

4.0

3.0

2.0

1.0

8.0

0.0

SB

TI SD

A ref er enc

e pa

thw

ay

202120

22

2023

20

24

2025

2026

2027

2028

2029

20

30

2021 baseline

2030 target

5.8

-23%

7.5

0.7

0.6

0.5

0.4

0.3

0.2

0.1

0.0

0.8

202120

22

2023

20

24

2025

2026

2027

2028

2029

20

30

2021 baseline

2030 target

CSIRO/ClimateWorks Australia

Hydrogen Superpower

Scenario

1

IEA NZE / CSIRO/ClimateWorks

Australia Hydrogen Superpower

scenario

1

0.26

0.10

0.7

0.6

0.5

0.4

0.3

0.2

0.1

0.0

0.8

20

21

2020

20

19

20

22

2023

20

24

2025

2026

2027

2028

2029

2030

2021 baseline

2030 target

SBTi SDA Cement Convergence

Pathway (Australia)

2

0.66

0.57

0.0

0.1

0.2

0.3

0.4

0.5

0.6

0.7

0.8

0.0

0.1

0.2

0.3

0.4

0.5

0.6

0.7

0.8

CS

IR O/

Climat

eW

orks

Au

st rali

a

Hy

dr ogen

Superp

ow

er Sc

enar

io

7.0

6.0

5.0

4.0

3.0

2.0

1.0

8.0

0.0

SB

TI SD

A ref er enc

e pa

thw

ay

202120

22

2023

20

24

2025

2026

2027

2028

2029

20

30

2021 baseline

2030 target

5.8

-23%

7.5

0.7

0.6

0.5

0.4

0.3

0.2

0.1

0.0

0.8

202120

22

2023

20

24

2025

2026

2027

2028

2029

20

30

2021 baseline

2030 target

CSIRO/ClimateWorks Australia

Hydrogen Superpower

Scenario

1

IEA NZE / CSIRO/ClimateWorks

Australia Hydrogen Superpower

scenario

1

0.26

0.10

0.7

0.6

0.5

0.4

0.3

0.2

0.1

0.0

0.8

20

21

2020

20

19

20

22

2023

20

24

2025

2026

2027

2028

2029

2030

2021 baseline

2030 target

SBTi SDA Cement Convergence

Pathway (Australia)

2

0.66

0.57

0.0

0.1

0.2

0.3

0.4

0.5

0.6

0.7

0.8

0.0

0.1

0.2

0.3

0.4

0.5

0.6

0.7

0.8

CS

IR O/

Climat

eW

orks

Au

st rali

a

Hy

dr ogen

Superp

ow

er Sc

enar

io

7.0

6.0

5.0

4.0

3.0

2.0

1.0

8.0

0.0

SB

TI SD

A ref er enc

e pa

thw

ay

202120

22

2023

20

24

2025

2026

2027

2028

2029

20

30

2021 baseline

2030 target

5.8

-23%

7.5

0.7

0.6

0.5

0.4

0.3

0.2

0.1

0.0

0.8

202120

22

2023

20

24

2025

2026

2027

2028

2029

20

30

2021 baseline

2030 target

CSIRO/ClimateWorks Australia

Hydrogen Superpower

Scenario

1

IEA NZE / CSIRO/ClimateWorks

Australia Hydrogen Superpower

scenario

1

0.26

0.10

0.

7

0.6

0.5

0.4

0.3

0.2

0.1

0.0

0.8

20

21

2020

20

19

20

22

2023

20

24

2025

2026

2027

2028

2029

2030

2021 baseline

2030 target

SBTi SDA Cement Convergence

Pathway (Australia)

2

0.66

0.57

0.0

0.1

0.2

0.3

0.4

0.5

0.6

0.7

0.8

0.0

0.1

0.2

0.3

0.4

0.5

0.6

0.7

0.8

CS

IR O/

Climat

eW

orks

Au

st rali

a

Hy

dr ogen

Superp

ow

er Sc

enar

io

Net-zero reference scenario pathways for sectors with targets in line with our NZBA commitment

Our sector targets follow the UN

Environment Programme Finance

Initiative’s Guidelines for Climate

Target Setting for Banks, April 2021

(NZBA Guidelines). We selected

industry specific approaches for

our emissions reduction reference

pathways.

We used scenarios modelled by well-

recognised industry and scientific

organisations as benchmarks for

developing these pathways and

considered global standards and

tools, where relevant.

The below diagrams show the

reference pathways for some of our

sector targets.

For Upstream oil and gas, we

developed our target using the

IEA NZE reference scenario and

the CSIRO/ClimateWorks Australia

Hydrogen Superpower scenario

1

to

calculate our 23% reduction target

as shown.

For Thermal coal mining, there is

no reference pathway presented as

our commitment is to achieve zero

lending exposure by 2030.

For Australian commercial real

estate (large customers with office

properties) sector, we used the IEA

NZE (Service Buildings) reference

scenario to inform the development

of our target. We aim to prepare

and disclose our baseline and

progress in FY23.

1. CSIRO/ClimateWorks Australia Hydrogen Superpower Scenario derived from the multi-sector energy modelling report dated July 2021.

2. Cement Science Based Target Setting Guidance | Draft for public consultation, Science Based Targets initiative (SBTi), March 2022. SDA refers to Sectoral

Decarbonisation Approach.

Refer to our Targets and Financed

Emissions methodology on our

website for details of our reference

scenarios and pathways, and

the associated complexities and

challenges to setting targets and

calculating baselines.

WESTPAC GROUP

2022 ANNUAL REPORT

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WESTPAC GROUP 2022 ANNUAL REPORT 38
                 

    

                         

                                     ­        €

     ‚ƒ                          

          

      

„      …     ƒ                              

  †ƒ ‡†     ˆ      ‰ Š † ‡‰Š† 

‹ ˆŒŠ        ŽŠƒ Š  ‰      ŽŠƒ Š

‘     ƒ               

’ “      “  ’        ”   ‰  ˆ  •  

– ”          —       

˜ ˆ       Ž     ƒ           

  

              Ž     

Become the transition partner

of choice

We acknowledge our customers

within these sectors may follow

different transition pathways

depending on the characteristics of

their business.

Decarbonisation of our portfolio is

unlikely to be linear and will reflect,

for example, the development of

net-zero enabling technologies and

transition opportunities deployed

by customers, improvements in

data quality, and further evolution

of methodologies. We continue to

integrate and operationalise our

targets into our business processes

and lending decisions.

Success in meeting our targets will

depend on collaboration with our

customers who are also on a journey

to transition their businesses to a net-

zero emissions economy.

Discussions with institutional

customers on climate change is a

regular part of our engagement,

particularly in sectors that are high

emitting or are recognised as a

significant transition risk.

These discussions, along with

enhancements to our management

of ESG risks as part of our credit

process, have enhanced the depth

and rigour of our engagement on

climate change.

We will continue to engage

customers in sectors with targets

and seek to support their businesses

through the transition.

As a bank, we play a significant role in

the transition to a net-zero economy.

In FY22,

we achieved over $1.9 billion

in new lending

1

to climate change

solutions

2

taking us to over $3.8

billion since 2020, achieving our

target of $3.5 billion in new lending

from 2020 to 2023, and working

towards our target of $15 billion in

new lending by 2030. As at the end

of FY22, Westpac’s total exposure

to climate change solutions

3

is

$10.8 billion.

During FY22, we trained

approximately 3,000 employees

on ESG fundamentals to build

climate and ESG risk management

capabilities across the business.

In FY22, we supported WIB and

WNZL customers across 69

Sustainable Finance transactions


(including green, social, sustainability,

sustainability-linked and re-linked

loans and bonds) with a total volume

of $108 billion

4

across multiple

currencies and jurisdictions.

WNZL supported nine customers

to execute Sustainability-Linked

Loans in FY22, including seven for

which WNZL was a Sustainability

Coordinator

5

. Overall, New Zealand

borrowers executed NZD3.98 billion

of Sustainability-Linked Loans,

of which approximately a quarter

(NZD0.94 billion) sits on WNZL’s

Balance Sheet

6

. WNZL was Sole

Sustainability Coordinator or Green

Bond Advisor on all four inaugural

Green and Sustainability Bond

issuances in FY22.

Westpac is also the largest bank

lender to greenfield renewable

energy projects in Australia over the

past five years

7

.

In FY22, renewables accounted for

80% of our total committed exposure

to the electricity generation sector

(see the Energy Sector Value Chain

table).

FY22 progress highlights of our current Climate Action Plan - products and services

Acted as Joint

Sustainability

Coordinator and

Lead Arranger

for the first

8


Sustainability-

Linked Loan in the

manufacturing

sector in Australia.

Introduced a hybrid

and electric car loan

with a preferential

rate to buy an

eligible new or used

hybrid or electric

vehicle.

Announced a

new partnership

with sustainability

fintech Cogo to help

customers track their

carbon footprint

and make more

environmentally

friendly choices

9

.

WNZL launched

a pilot for a new

Sustainable

Agribusiness Loan

with a small group of

farming customers.

The loan is the

first of its kind to

require a customer

to meet all parts

of the Sustainable

Agriculture Finance

Initiative (SAFI)

guidance

10.

WNZL refreshed

the Westpac

Warm Up loans to

enable home loan

customers to borrow

up to NZD40,000

interest-free to make

their homes warmer,

drier and/or more

energy efficient, with

new electric vehicle

charger and solar

battery options.

WESTPAC GROUP 2022 ANNUAL REPORT

38

WESTPAC GROUP
2022 ANNUAL REPORT

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STRATEGiC REViEW

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FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

      

     

            

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      ‚ 

   ‡  

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  ‡

 ‡‹ ‡‹ ‹…ŒŽ‘

Understanding our financed

emissions

In FY21, we undertook analysis

to estimate financed emissions

associated with loans in our

Australian business, institutional and

residential mortgage portfolios.

This year, we broadened our analysis

and reporting to include WNZL,

Scope 3 emissions within certain

sectors

1

and reported estimated

emissions for Secured Commercial

Real Estate (CRE).

In FY22, the absolute financed

emissions of our total assessed

lending portfolio are estimated

at 40.8MtCO

2

-e, with Mining,

Manufacturing, Agriculture and

Utilities as the sectors with the

highest financed emissions.

The average emissions intensity of

our lending portfolio for FY22 is

estimated to be 0.052 kgCO

2

-e per $

of in-scope exposure, compared with

an estimated 0.056 kgCO

2

-e per $ of

in-scope exposure in FY21

2

.

Our estimated average data quality

score

3

across the total assessed

lending portfolio is 4.3 for Scope 1

and 2 emissions.

This analysis will guide our efforts

and approach for the development

of targets for other sectors in our

lending portfolio, consistent with our

NZBA commitment.

As data availability and calculation

methodologies evolve, we will review

our approach and seek to continue to

improve our data quality score and

reliability of our financed emissions

reporting.

Refer to our Targets and Financed

Emissions methodology on our

website for more information

on our financed emissions

analysis, including data sources,

assumptions and limitations.

Sectors in our financed emissions

analysis is based on ANZSIC codes.

These sector definitions differ from

those used for our 2030 sector

targets and Energy Sector Value

Chain reporting.

Estimated financed emissions of our lending portfolio (Group – Australia and New Zealand)

FY22

FY21

(rebaseline)

SECTOR

% OF

TOTAL

IN-SCOPE

EXPOSURE

SCOPE 1 AND 2

(MtCO

2

-e)

SCOPE 3

(MtCO

2

-e)

% OF TOTAL

ABSOLUTE

EMISSIONS

WEIGHTED

AVERAGE

DATA QUALITY

SCORE

(SCOPE 1 & 2)

FY22 TOTAL

EMISSIONS

INTENSITY

FOR IN-SCOPE

EXPOSURE

(kgCO

2

-e/$)

FY21 TOTAL

EMISSIONS

INTENSITY

FOR IN-SCOPE

EXPOSURE

(kgCO

2

-e/$)

Agriculture3%4.110% 4.9 0.1760.187

Manufacturing3%4.34.822% 4.0 0.4440.384

Mining1%1.811.332% 2.9 2.1032.215

Property (excluding

secured Commercial

Real Estate

and Residential

Mortgages)

2%0.31% 4.4 0.0180.008

Transport and

Storage

2%1.23% 4.1 0.0750.082

Utilities2%3.89% 3.5 0.3130.297

Other (non-emissions

intensive sectors)

4

17%4.712% 4.6 0.0360.043

Residential

Mortgages

63%3.38% 4.3 0.0070.007

Secured Commercial

Real Estate

7%1.33% 5.0 0.023N/A

Total100%24.716.1100% 4.3 0.0520.056

WESTPAC GROUP

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SHAREHOLDER INFORMATION

WESTPAC GROUP 2022 ANNUAL REPORT 40


   

We recognise the energy sector’s
critical role in the transition to a

1.5°C-aligned net-zero emissions

economy and our role in supporting

this change. Customers and

transactions in these sectors are

assessed using our Group ESG

Credit Risk Policy, which includes our

Climate Action Plan commitments.

This year, movements in customer

exposures have in part been driven by

commodity prices and exchange rate

fluctuations, particularly in sectors

where customer exposures are

predominately denominated in USD,

such as the Oil and gas sector.

In FY22, our total committed

exposure to the Mining sector was

approximately 0.66% of Group

total, with Coal mining (thermal and

metallurgical) at approximately 0.04%

of the total and Oil and gas extraction

at approximately 0.15% of the total.

In future, we aim to modify our

reporting of Energy Sector Value

Chain to better align with reporting

progress against our 2030 sector

targets (refer to our Targets and

Financed Emissions methodology).

Mining and

extraction

Transport

Electricity

generation

6

Oil and gas

refining

Oil and gas

Extraction

2

FY22 $1.87bn

FY21 $1.84bn

FY20 $2.22bn

Exploration

2

FY22 $0.00bn

FY21 $0.33bn

FY20 $0.56bn

Oil and gas

LNG terminal

5

FY22 $0.69bn

FY21 $0.52bn

FY20 $0.57bn

Gas

FY22 $0.54bn

FY21 $0.58bn

FY20 $0.67bn

FY22 $0.64bn

FY21 $0.58bn

FY20 $2.02bn

Black coal

FY22 $0.18bn

FY21 $0.19bn

FY20 $0.27bn

Brown coal

FY22 $0.05bn

FY21 $0.03bn

FY20 $0.03bn

Distribution

and retail

Electricity

and gas

6

Networks

FY22 $3.48bn

FY21 $3.80bn

FY20 $4.53bn

Retailers

FY22 $0.97bn

FY21 $1.01bn

FY20 $0.77bn

Coal

Metallurgical coal

FY22 $0.13bn

FY21 $0.29bn

FY20 $0.21bn

Metallurgical coal

in diversified

miners

3


FY22 $0.15bn

FY21 $0.02bn

FY20 $0.03bn


Thermal coal

4

FY22 $0.20bn

FY21 $0.22bn

FY20 $0.30bn


Coal

Rail

FY22 $0.79bn

FY21 $0.30bn

FY20 $0.28bn

Port

FY22 $0.35bn

FY21 $0.32bn

FY20 $0.44bn


Liquid fuel

FY22 $0.06bn

FY21 $0.12bn

FY20 $0.12bn

Hydro

FY22 $0.98bn

FY21 $1.26bn

FY20 $1.30bn

Other renewables

FY22 $2.35bn

FY21 $2.23bn

FY20 $1.89bn

Oil and gas

FY22 $2.58bn

FY21 $2.10bn

FY20 $1.32bn

3 Collaborate for impact on initiatives towards net-zero and

climate resilience

Addressing climate change requires collective action and collaboration. In 1991, Westpac was a founding member of the

United Nations Environment Program Finance Initiative (UNEP FI) and we have since been an active participant. This

year the UNEP FI reached their 30th anniversary. Over this time, the UNEP FI has worked with investors, insurers and

banks world-wide to establish key sustainability frameworks such as the Principles for Responsible Banking.

This year, we participated in the Australian Industry Energy Transitions Initiative which brings together industry, finance,

government entities and research organisations to coordinate learning and action on net-zero emissions supply chains.

We also continue to support climate initiatives through industry associations such as the Australian Banking Association

and the Australian Sustainable Finance Institute.

For more information, refer to our updated Climate Action Plan on our website.

2022 Sustainability Index and

Datasheet

Refer to our 2022 Sustainability

Index and Datasheet on our

website for more information on

our Energy Sector Value Chain

reporting, including sector scope

and definitions. Apart from Thermal

coal in FY22, the definitions used

for sectors in our Energy Sector

Value Chain reporting currently

differ from those used for our

2030 sector targets and financed

emissions reporting.

1. All figures in Energy Sector Value Chain

diagram are TCE as at 30 September 2022.

WIB only.

2. Oil and gas extraction and Oil and gas

exploration sector boundaries are defined

based on Australian and New Zealand

Standard Industry Classification (ANZSIC)

codes.

3. For diversified miners, exposure to coal is

apportioned by the percentage EBITDA

contribution of coal in the miners’ latest annual

financial statements. Thermal coal exposure

within diversified miners is immaterial.

4. The definition and scope of Thermal coal

has been updated for FY22 only to align

with the definition used for our 2030 sector

target. For metrics relating to Thermal coal

in FY20 and FY21 the sector definition and

scope is detailed in the Glossary section in

our 2022 Sustainability Index and Datasheet.

Metallurgical coal mining is all other coal

mining.

5. For Oil and gas extraction customers with

LNG terminal operations, the exposures to

LNG terminals are reported in the Transport

category.

6. Australia and New Zealand only. These

activities include customers with operations

in several sectors – TCE is attributed based on

business segment contribution.

WESTPAC GROUP 2022 ANNUAL REPORT

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SHAREHOLDER INFORMATION





Westpac understands that over half

of the world’s economy is moderately

or highly dependent on nature

1

. We

welcome the emergence of and have

joined the Taskforce on Nature-related

Financial Disclosures (TNFD) Forum

and are currently participating in

pilots with the UNEP FI and UNEP

World Conservation Monitoring Centre

(UNEP WCMC) to further develop this

framework.

In FY22, we initiated high-level analysis

on our Australian and New Zealand

business and institutional lending

portfolios to identify sectors that are

highly dependent on nature and the

sectors that have a high impact on

nature. Once completed, this analysis

will guide our future understanding

of the nature-related risks and

opportunities in our portfolio so we can

develop approaches to help us support

customers. Dependency relates to the

extent a sector is reliant on ecosystem

services to operate. Impact relates

to the extent a sector negatively

influences environmental change.

Our initial analysis of sectors with the

greatest level of dependency or impact

based on the level of exposure we have

is included in the adjacent table.

In FY23, we will seek to develop a

natural capital position statement to

further our approach to nature-related

risks and opportunities. Our analysis

will consider TNFD developments, the

outcomes from the UN Biodiversity

Conference (COP15), 2021 Australian

State of the Environment Report, and

impact on the bank and customers for

sectors that are materially dependent

or have a material impact on natural

capital.

Initial analysis of highly dependent and impactful sectors

2


RANKHIGHLY DEPENDENT SECTORSHIGHLY IMPACTFUL SECTORS

1

AgricultureElectricity and gas supply

2

Electricity and gas supplyProperty services

3

Food and beverage manufacturingAgriculture

4

Basic material wholesalingConstruction and trade services

5

Property servicesServices to transport

6

Personal and household goods

wholesaling

Business services

7

Construction trade servicesOil and gas extraction

8

Services to transportPetroleum, coal and associated

product manufacturing

9

Communication servicesGeneral construction

10

Machinery and motor vehicle

wholesaling

Machinery and equipment

manufacturing

Natural capital

CASE STUDY

Sustainability-linked lending targeting biodiversity

and natural capital

In 2022, Westpac supported North Queensland Airports (NQA)

– the owner of Cairns and Mackay Airports – with one of the very

first sustainability-linked loans in the Australian market to address

biodiversity and natural capital. Westpac acted as joint sustainability

coordinator for the transaction. The loan includes key performance

indicators which incentivise the airport operator to enhance the

habitat surrounding Cairns Airport and help save threatened wildlife, in

partnership with the local Yirrganydji people. Other initiatives linked to

the agreement include the reduction of greenhouse gas emissions to

net-zero by 2025, and support of First Nations peoples by prioritising

procurement from contactors with a defined percentage of Aboriginal

or Torres Strait Islander employees. If the loan KPIs are reached –

along with others tailored to emissions reductions and Indigenous

engagement – North Queensland Airports will be rewarded with a lower

interest rate. Conversely, a higher rate will apply if they are missed.

1. From research in the World Economic Forum’s report, Nature Risk Rising: Why the Crisis Engulfing Nature Matters for Business and the Economy. 2020.

2. The highly dependent and impactful sectors analysis was developed using the World Economic Forum’s (WEF) methodology. This methodology is the

currently best available information for a high-level assessment. Westpac’s approach and application of the WEF dependency methodology has been

reviewed by Southern Cross University. Sector dependency and impact was based on the ENCORE (Exploring Natural Capital Opportunities, Risks and

Exposure) tool and used the UNEP WCMC Sectoral Materiality Tool. The ENCORE tool is a global tool and does not take into account national or company

specific differences in production processes. The sectors are aligned to ANZSIC Level 2 codes.

WESTPAC GROUP

2022 ANNUAL REPORT

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SHAREHOLDER INFORMATION

WESTPAC GROUP 2022 ANNUAL REPORT 42




   

 

 

 

 

 



 

 

 



  



  

 

  



  

­€

 

 

 ­



 Human

Rights Action Plan, FY21 Modern

Slavery Statement and our website.

Our salient human

rights issues and focus

for action

One of the actions in our Human

Rights Action Plan is to review

our salient human rights issues

1

. In

FY23, we will publish a refreshed

Human Rights Action Plan. As part

of this, we intend to initiate a refresh

of our salient issues assessment

2

,

with the aim of bringing in internal

and external stakeholder input to

inform our understanding of our

salient issues for FY23 and beyond.

In the interim, we have reported on

this year’s highlights, progress and

management actions against the

salient issues we identified in FY21.

These are outlined in the following

table.

Climate-related risks and the

transition to net-zero emissions may

impact employees, communities and

customers. We continue to build our

understanding of the interrelationship

between social impacts, human rights

and climate change.

Other emerging human rights issues

we responded to throughout the year

included:

—Impacts of artificial intelligence

and machine learning (AI/ML):

There is potential for the AI and ML

applications we use in our products

and services to have unintended

consequences on our people and

customers. We recognise the

need to take an active approach

to ethical use of both data and AI

to manage risk and maintain trust.

We have developed data ethics

principles to guide the way we

use AI. Using these principles, we

seek to use and disclose data in

a clear and transparent way, and

when using data, we encourage

our people to ask if we are doing

the right thing to maintain trust of

customers, people, communities

and shareholders. This year, we

established a Responsible AI

working group to further strengthen

our management of AI/ML risk. This

will inform future uplift including

accountability, risk management

and awareness and capabilities.

—Risks to human rights related to our

defence sector clients: The defence

sector has the potential to lead to

serious human rights violations.

This year we commenced review

of our Defence Position Statement

to better address the dynamic

nature of ESG risks (with a focus on

human rights risk) that may arise

for example through the end-use

of defence equipment and end-

use in countries in conflict or with

otherwise high human rights risk by

requiring enhanced due diligence.

CASE STUDY

Helping address child

sexual exploitation in the

Philippines

Through our Safer Children, Safer

Communities program, which

emerged from the third pillar

of Westpac’s Response Plan to

the AUSTRAC November 2019

Statement of Claim, with funding in

place for major partners for between

3-6 years, we remain committed

to reducing the human impact of

financial crime on children and

young people, especially in high-risk

countries such as the Philippines.

In FY22, funding through the

program helped:

—International Justice Mission

support 174 victim rescues, train

400 law enforcement officials

and 120 prosecutors, and assist in

the conviction of 40 perpetrators

—Save the Children Australia

provide child protection training

to over 3,000 children and 1,500

adults across 32 community

training workshops to raise

awareness of online child sexual

exploitation in the Philippines.

Internally, within the bank, our

Child Safeguarding Position

Statement guides our approach

towards identifying, preventing

and mitigating risks to children

and young people across our

products, services and operations.

More information on our progress

is available in the Sustainability

Supplement.

1. Salient human rights issues are those at risk of causing the most harm to people and of having the most severe negative impact on their human rights, as a result

of our activities and business relationships.

2. Our first salient human rights assessment was conducted in 2018 and has been reviewed on an annual basis. This year, we have reported against the salient issues

that we identified in FY21. These will be refreshed again in FY23 as part of our next Human Rights Position Statement and Action Plan. We did not identify salient

issues in FY21 in relation to our role as a supporter of the community.

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SHAREHOLDER INFORMATION














 

 

—Customer vulnerability and

hardship, including customer

safety and access.

—Groups at particular risk of

experiencing vulnerability may

include women, young people,

and more broadly people living

with disability. Aboriginal and

Torres Strait Islanders continue

to be significantly represented

in severely or fully financially

excluded groups.

—Impacts on the rights and

wellbeing of children and young

people through customers

exploiting our financial platforms

for criminal purposes.

—Individuals’ privacy may be at risk

as a result of the bank’s function.

—Refer to Annual Report and Sustainability Supplement for our

support of customers identified as being at increased risk of

vulnerability, and progress on our Access and Inclusion Plan

2021-2024 on our website. We will explore the issue of access

to banking and digital inclusion in our next Human Rights

Action Plan.

—Refer to the Sustainability Supplement and our 2022-2025

Reconciliation Action Plan on our website for how we seek

to support the needs of Aboriginal and Torres Strait Islander

customers.

—We continue to take action to help reduce the likelihood of

harm to children and young people. Refer to Case study:

Helping address child sexual exploitation in the Philippines

and our Safer Children, Safer Communities website.

—We sought to improve our Privacy Policy and Standards

to support the protection of personal information and

customers’ privacy. We simplified our Privacy Statement,

streamlining important privacy and credit related information

customers need to know from four documents into one.

We also sought to raise awareness on privacy across the

Group and contributed to industry feedback on the Attorney

General’s Privacy Act Review.

Lender

—Land rights, including the rights of

Indigenous communities, and the

issue of free, prior and informed

consent (FPIC) and land grabbing.

—Modern slavery, including forced

labour and the worst forms of

child labour.

—Our 2022-2025 Reconciliation Action Plan on our website

sets out a focus on respect for self-determination and a

deeper understanding of consent.

—We partnered with Monash University to provide ESG

training, including a focus on human rights, to support over

1,100 staff including institutional, business bankers and risk

officers.

—We continue to develop our approach to ESG risk

assessment, including assessment of social risk and human

rights across our Commercial and Institutional customers.

Employer

—COVID-19 impacts on employees,

work related mental ill-health and

workforce wellbeing.

—Exclusion and discrimination

in employment, diversity of

employees and equal employment

opportunity.

—Refer to Annual Report and Inclusion and Diversity page on

our website for more on our ongoing focus on inclusion and

diversity and fair pay and gender pay equity.

—We have a comprehensive mental health strategy that

seeks to support our people’s mental health and wellbeing.

This includes free, confidential counselling and support

for employees and their immediate family, mental health

training, a dedicated Employee Care team (comprised of

psychologists and people with allied health backgrounds),

and mental health initiatives and resources to support

emerging risks. We expanded our mental health support for

employees in responding to the COVID-19 pandemic, with

targeted initiatives to support people through lockdowns,

transitioning to new ways of working and the broader

impacts of the pandemic. We also provided paid COVID-19

leave to support our people when they could not work due to

isolation requirements.

Purchaser

of goods

and

services

—Products, components or services

from categories which are high risk

for human rights, including Modern

Slavery

—Following prior years’ focus on identifying high risk

categories in our supply chain and setting our assessment

approach, in FY22 we launched and commenced using our

new digital supplier risk assessment platform, assessing

suppliers and operational management including supplier

action plans.

—We have continued to take a risk-based approach by

using our Responsible Sourcing Assessment to screen 93%

of spend in high-risk categories and all top 100 suppliers by

spend.

—We have been working to improve our ongoing management

of human rights risk throughout the procurement lifecycle

including through the creation of supplier action plans.

—We are ready to use our digital platform to work with a

greater number of suppliers to seek to improve their modern

slavery practices and set action plans.

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WESTPAC GROUP 2022 ANNUAL REPORT 44

Risk

management

Risk management

Effective risk management is

important given our role of

supporting customer lending,

deposits and transactions, and in

supporting the overall financial

system. It is also important as we

address the issues that we and our

regulators have identified including

in APRAs risk governance review,

which resulted in us entering into

a Court Enforceable Undertaking

with APRA in 2020.

We seek to create sustainable value

to support customers and other

key stakeholders through effective

management of risk, seeking

appropriate reward for risk aligned

to our purpose, strategy, values and

behaviours.

How we manage risk

Our Risk Management Framework

outlines how we manage risk,

providing structure and discipline

for risk management activities.

This is underpinned by our risk

culture that requires all our staff to

own risk outcomes (the Three Lines

of Defence model) with customers

at the centre to provide a complete

approach to managing risk and to

deliver fair customer outcomes.

Our Risk Management Framework

has nine components starting with

our ‘Business Strategy’, which

defines the markets and businesses

we operate in. Some of our risks

are stress tested and/or subject

to scenario analysis to assess

how major events and changing

conditions could impact our

operations, financial performance,

balance sheet or reputation. Stress

testing is particularly relevant in

our lending where we assess the

impact of changing economic

conditions on customers, and our

financial position.

Risk is managed by our people and

systems, and underpinned by risk

frameworks, policies, procedures

and standards.

Risk frameworks, policies,

procedures and standards may

operate at the Group level, across

major risk categories as well as

for individual regulated entities

or segments.

We also have processes in place to

monitor and report risks, incidents,

issues and actions. These include

reporting of breaches of limits.

We are focused on resolving long-

standing issues and taking action

to bring risks within appetite.

We have a formal risk governance

structure to support our risk

management framework by

providing appropriate data, analysis

and recommendations to support

decision making.

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  



  

 ­

Risk Culture

A strong risk culture is essential

for the Group’s Risk Management

Framework to operate effectively.

We are currently undertaking a

Group-wide program to strengthen

the management of risk and risk

culture.

We are building a risk culture

that helps us to actively identify,

manage and mitigate risks, learn

from risk events and continuously

anticipate new risks. We use several

tools to measure, monitor and

manage our risk culture:

—Risk Culture Framework

– articulates the roles and

responsibilities for measuring,

monitoring and managing risk

culture

—Risk Culture Self-Assessment –

an annual self-assessment for

business areas enabling them to

understand current risk culture

mindsets and behaviours and

identify and prioritise areas for

improvement

—Risk Culture Insights Program

– independent, second line

deep-dives are conducted to

understand the direct causes

of issues and strengths that

influence how people behave

and manage risk. Support is

also provided to the business

to understand how to address

these issues and to improve the

approach to managing risk

—Risk Culture Dashboard – a

comprehensive scorecard of risk

culture metrics that is updated

automatically and is available

online.

Governance and

Management Control

Business Strategy

Risk Identification

Risk Appetite

Stress and

Scenarios Analysis

People and

Infrastructure

Control Definition and

Effectiveness

Monitoring and

Reporting

Actions and

Response

Westpac’s business plans

are shaped considering the

risks associated with its

strategic objectives

Identifying

new and

emerging risks in

our business

from internal and

external

environments

Setting risk

appetite to

provide clarity on

the level of risk

we are prepared

to take

Performing stress

tests to assess

potential impacts

that changes to

existing risks and

new risks may

have on the

Group, including

on our capital

Having the right capability, people, data

and systems to support effective risk

management and decision making

Embedding appropriate

Frameworks, policies,

standards and controls to

manage the risks we take

Risks are

assessed

through ongoing

monitoring,

management,

reporting

and assurance

Appropriate

action plans

are

implemented

to improve

our risk

profile

Ensuring that appropriate data,

analysis and recommendations flow to

the right people and forums on a timely

basis to support decision making

Customers

Board approved 1 February 2022

Risk Management Framework

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WESTPAC GROUP 2022 ANNUAL REPORT 46
 

The Group has defined 11 major risks that impact our business. These major risks represent only the most material

risks to the Group and are not exhaustive.

Major Risk Categories

1

Capital

Adequacy

2

Funding &

Liquidity

Risk

3

Credit

Risk

4

Market

Risk

5

Strategic

Risk

6

Risk

Culture

7

Operational

Risk

8

Compliance

& Conduct

9

Financial

Crime

10

Cyber

Risk

11

Reputational &

Sustainability

Risk

For each major risk (category), the Board establishes a risk appetite, which is articulated in the Board Risk

Appetite Statement (RAS). The RAS lists the Group’s major risks and the measures and tolerances used to monitor

these risks. Most of these measures are monitored by ‘amber’ and ‘red’ tolerances which indicate when risks are

close to, or over, the Board’s approved appetite.

Following is an explanation of our major risk categories, how we consider risk appetite and examples of areas of

focus to illustrate how our Risk Management Framework operates.

Three Lines of Defence

Three Lines of Defence

Our Three Lines of Defence sets the context for the roles all employees are expected to play in risk management.

The first line is responsible for identifying and owning the risks in all aspects of their activity. The second line

provides expertise, advice, and monitoring of how risks are managed. The third line is Internal Audit, who provide

independent assurance.

First Line

Identify, control

and manage risk

Third Line

Internal

audit

Internal audit

—Provide independent assurance to the Board and executive

management on the adequacy and effectiveness of the Group’s

governance, risk management and internal controls

Risk oversight

—Establish and communicate risk frameworks, appetite,

and strategies

—Provide independent challenge to first line

—Measure, monitor and report risks against appetite

Risk owner

—Own existing and emerging risks in their segment by

identifying, managing and monitoring

—Operate within approved risk appetite and policies

—Design, implement and maintain controls

—Comply with laws and regulation

—Identify and escalate risk issues

—Promote a strong risk culture

Second Line

Set the risk standards,

provide challenge and

advise the first line

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1

Capital

Adequacy

The risk that Westpac

has an inadequate

level or composition

of capital to support

its normal business

activities and to meet

its regulatory capital

requirements under

normal operating

environments or

stressed conditions.

Risk Appetite and Mitigation

We seek to maintain a strong balance

sheet including in stressed scenarios.

We evaluate capital management through

our Internal Capital Adequacy Assessment

Process, the key features of which include:

—capital management strategy

—considering economic and regulatory

requirements and stakeholder

perspectives

—stress-testing considerations

—target operating range for

key capital ratios.

Areas of focus include:

—new operating capital ranges

following APRA finalising its

Basel III requirements

—actively monitoring and managing

Interest Rate Risk in the Banking

Book (IRRBB) RWA, given

increases over the past year from

higher regulatory embedded

losses as interest rates increased.

Example of a Risk Appetite

measure

—common equity tier 1 (CET 1)

capital ratio – a measure which

shows a bank’s capacity to

absorb losses.

2

Funding and

Liquidity Risk

The risk that the Group

cannot meet its payment

obligations or that

it does not have the

appropriate amount,

tenor and composition

of funding and liquidity

to support our assets.

Risk Appetite and Mitigation

We seek to manage our balance sheet

such that we:

—maintain a diversified, stable and

cost-effective funding base

—can source funding as and when

we need it

—have sufficient securable assets to meet

our funding and repo requirements

—fund new lending growth with stable

funding sources.

Areas of focus include:

—executing the FY23 wholesale

funding plan to support balance

sheet growth and refinance

maturing debt, including the Term

Funding Facility from June 2023

—managing liquidity risk to meet

regulatory requirements and the

Group’s liquidity needs amidst

uncertain market conditions.

Examples of a Risk Appetite

measure

—Net Stable Funding Ratio (NSFR)

—Liquidity Coverage Ratio (LCR)

3

Credit

Risk

The risk of financial

loss where a customer

or counterparty

fails to meet their

financial obligations

to Westpac.

Risk Appetite and Mitigation

We manage credit risk using Program-

managed (high-volume homogeneous

credit risk) and Transaction-managed

(individual customer and transactions)

approaches.

We seek to manage credit risk by:

—clearly setting boundaries which

helps to guide appropriate, credit

risk conscious strategic choices, and

promotes dynamic and risk conscious

strategic responses to changes in the

operating environment

—Credit Risk management is also

supported by a range of policies,

processes, systems, risk delegated

authorities and Board-approved credit

risk limits.

Further information on credit risk

management and provisioning is

contained in Notes 11 and 12 to the financial

statements, and in Westpac’s Pillar 3

reports.

Areas of focus include:

—responding to heightened credit

risk from global economic

uncertainty, rising interest rates,

climate change, and the transition

to net-zero emissions

—assessing the impact of external

events on the adequacy of the

overall expected credit loss

provision.

Example of a Risk Appetite

measure

—top 10 exposures to Corporates

and Non Bank Financial

Institution’s as a % of Total

Committed Exposure.

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Market

Risk

The risk of an

adverse impact on

earnings resulting

from changes in the

value of Westpac’s

positions as a result of

a change in financial

market factors, such

as foreign exchange

rates, interest rates,

commodity prices and

equity prices. This

includes interest rate

risk in the banking

book which is the risk

of loss in earnings

or economic value

in the banking book

as a consequence of

movements in interest

rates.

Risk Appetite and Mitigation

We have appetite for market risk in

approved products within our limit

framework. We seek to protect our

positions from changes in financial market

factors which may affect our activities.

We manage market risk through the daily

measurement and monitoring of Board

approved metrics that capture the risk of

adverse movements in financial markets.

The Board has approved a risk appetite

for traded and non-traded risks via the

measurement of Value at Risk (VaR),

Stressed VaR (sVaR), Net Income at Risk

(NaR) and specific structural risk limits.

The management of market risk

is supported by the Market Risk

Management Framework and associated

policies, processes, systems and

delegated authorities.

Areas of focus include:

—further strengthening the market

risk management environment

—upgrading/replacing market

risk systems and supporting

infrastructure

—implementing regulatory change

initiatives related to market risk

prudential standards.

Examples of a Risk Appetite

measure

—Value at Risk (VaR, $m) across

products and portfolios

—Net interest income at Risk

(NaR, $m) – potential reduction

in income over the year for a

material shift in the level of

interest rates.

5

Strategic

Risk

The risk that the Group

makes inappropriate

strategic choices, does

not implement its

strategies successfully,

or does not respond

effectively to changes

in the operating

environment.

Risk Appetite and Mitigation

We seek to grow our business through

well-considered strategic initiatives

aligned to the Group’s strategic priorities

and risk appetite.

We seek to manage the impact of

threats from changes in the operating

environment, which could significantly

impact our ability to implement our

strategy.

We continually evaluate our performance

against our plans and in light of changes

in internal and external factors, and we

must respond to such factors in a timely

manner.

Areas of focus include:

—progressing our response to the

Court enforceable undertaking with

APRA through the CORE Program

—appropriate funding, resourcing,

and delivery of regulatory

commitments

—investing in data, digital, and

improving customer service while

considering our cost targets.

Example of a Risk Appetite

measure

—actual ROE (tracking against

the Target ROE).

6

Risk

Culture

The risk that our

culture does not

promote and

reinforce behavioural

expectations and

structures to identify,

understand, discuss

and act on risks.

Risk Appetite and Mitigation

We promote a risk culture which supports

our purpose, strategy and values and our

ability to manage risk effectively.

We regularly assess our risk culture

and undertake initiatives to continually

improve.

Areas of focus include:

—improving the Risk Culture

Framework

—deploying Risk Fundamentals

training

—completing annual Risk Culture

Maturity self-assessment

identifying programs for

improvement.

Example of a Risk Appetite

measure

—internal survey results – %

of respondents who feel

safe calling out risks and/or

concerns.

Major Risk Categories (continued)

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Operational

Risk

The risk of loss from

inadequate or failed

internal processes,

people and systems or

from external events.

Risk Appetite and Mitigation

We recognise that operational risk is

a necessary part of doing business.

We seek to be resilient to operational

risk and minimise the risk through robust

processes and controls.

We seek to quickly and effectively

remediate material operational issues

and incidents.

Areas of focus include:

—reducing complexity and

executing risk management

consistently

—improving the end-to-end control

environment and management

of risks in line with value chain

process management

—managing risks from third parties

and suppliers including risks

related to business resilience

—monitoring Technology Disaster

Recovery to ensure that the

Group’s critical applications

can recover from disruption

—strengthening focus on ethical

and responsible use of data and

artificial intelligence.

Examples of a Risk Appetite

measure

—% of key controls rated

“unsatisfactory” or “requires

improvement”

—% of Critical Applications that

have successfully undergone

disaster recovery testing in the

last 12 months

—completion of Executive

Crisis Management, Group

Incident Management and

Division Incident Management

simulations (or activations)

—effective and adequate

management of the quality

of critical data.

8

Compliance

& Conduct

The risk of failing to

abide by compliance

obligations required of

us, or otherwise failing

to have behaviours

and practices that

deliver suitable, fair

and clear outcomes

for our customers and

that support market

integrity.

Risk Appetite and Mitigation

We establish robust controls and systems

to manage compliance and conduct risk.

We seek to eliminate:

—any breaches of regulatory

requirements

—conduct that causes unsuitable, unfair

or unclear customer outcomes or

adversely impacts the integrity of

markets

—complicated systems or processes

that could lead to systemic or material

breaches of regulatory requirements.

We seek to promptly own, investigate and

remediate incidents of non-compliance.

Areas of focus include:

—uplifting the Group’s compliance

and conduct management

system, including related risks

such as Design and Distribution

Obligations, Privacy and Breach

Reporting

—working with our people and

contractors to embed hybrid

working models.

Example of a Risk Appetite

measure

—average days to complete all

Compliance Assessments.

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Financial

Crime

The risk that Westpac

fails to prevent

financial crime and

comply with applicable

global financial crime

regulatory obligations.

Financial Crime includes

Anti-Money Laundering,

Counter Terrorism

Finance, Sanctions,

Anti-Bribery and

Corruption, Foreign

Account Tax Compliance

Act and the Common

Reporting Standard.

Risk Appetite and Mitigation

We help prevent financial crime by

proactively identifying, assessing,

mitigating and reporting financial

crime risks.

We seek to comply with all applicable

financial crime obligations. This means

managing our financial crime risks through

robust controls and systems, and includes

promptly owning, investigating and

remediating financial crime incidents.

Areas of focus include:

—continuing to strengthen controls

and to enhance our management

of financial crime risk

—delivering the Group’s data

strategy to reduce operational

risk in our Financial Crime systems

and processes to better support

compliance and risk management

—embedding new and enhanced

systems and controls to identify,

mitigate and manage financial

crime risk.

Example of a Risk Appetite

measure

—number of high rated Issues

which haven’t been remediated

within the initially agreed

timeframe.

10

Cyber

Risk

The risk that the

Group’s or its third

parties’ data or

technology are

inappropriately

accessed, manipulated

or damaged from

cybersecurity threats

or vulnerabilities.

Risk Appetite and Mitigation

We proactively manage our cyber

risk exposure, to limit the likelihood of

inappropriate access, manipulation or

damage to our and our third parties’ data

and technology.

We seek to protect the data of our

stakeholders and customers.

We seek to ensure that:

—we manage our risks within

regulatory frameworks

—we do not undermine our strategic,

financial, reputational or regulatory

standing

—we implement controls to address

potential cyber threats.

Areas of focus include:

—enhancing cybersecurity

capability including data security

controls, application protection

controls, and identity and access

management

—embedding a consistent cyber risk

management framework across

the Group.

Examples of a Risk Appetite

measure

—control effectiveness against

external cyber threats

—number of employees who

acted appropriately during

simulated malicious email

attacks.

Major Risk Categories (continued)

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Reputational &

Sustainability Risk

The risk of failing to

recognise or address

environmental,

social or governance

(ESG) issues and the

risk that an action,

inaction, transaction,

investment, or event

will reduce trust in

Westpac’s integrity

and competence by

clients, counterparties,

investors, regulators,

employees or the

public.

Risk Appetite and Mitigation

We seek to maintain the confidence of all

stakeholders, including to cultivate trust in

our integrity and competence.

We seek to balance commerciality of

decisions with stakeholder expectations,

and with potential impacts on people,

communities or the environment,

recognising that ESG issues can involve

complex, interconnected and at times

competing considerations.

Areas of focus include:

—elevating the importance of

Reputation and Sustainability Risk

across the Group

—progressing our Culture Reset

Program

—committing to the Net-Zero

Banking Alliance (NZBA) and

continuing to align our lending

portfolios with net-zero emissions

by 2050, consistent with a

maximum temperature rise of 1.5°C

above pre-industrial levels by 2100

(including setting interim 2030

sector targets)

—maturing our approach to climate

risk management, including

participating in APRA’s Climate

Vulnerability Assessment, and

considering APRA’s Prudential

Practice Guide CPG229 Climate

Change Financial Risks

—continuing to improve the

identification and management

of climate change and human

rights risks.

Examples of a Risk Appetite

measure

—RepTrak scores

—portfolio measures aligned

to NZBA targets.

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WESTPAC GROUP 2022 ANNUAL REPORT 52


Board Committees

Provide relevant periodic assurances

and reports (as appropriate)

Provide assurance

on the remuneration

disclosures in the

Remuneration Report

Provide assurance on

risk components of

the annual report and

interim/annual financial

results announcements

Delegation

Assurance,


Oversight through

Reporting

Accountability

Accountability

Delegation

Delegation

Board Committees will refer matters to the Board or other Board Committee where appropriate.

Board

Independent Assurance and Advice

External

Auditors

Group

Audit

Independent

Assurance and

External Advice

Chief Executive Officer

Group Executives

Nominations

& Governance

RemunerationAuditRisk

Corporate governance

Corporate governance is the

framework of systems, policies

and processes by which we

operate and through which our

people are both empowered and

accountable for making decisions

that affect our business, operations,

customers and stakeholders. The

framework establishes the roles and

responsibilities of Westpac’s Board,

management team, employees and

suppliers. It also establishes the

systems, policies and processes for

monitoring and evaluating Board

and management performance,

and the practices for corporate

reporting, disclosure, remuneration,

risk management and engagement

of security holders.

Our approach to corporate

governance is based on a set

of values and behaviours that

underpin our day-to-day activities,

and are designed to promote

transparency, fair dealing and

the protection of stakeholder

interests, including our customers,

our shareholders, our employees

and our community. It includes

aspiring to the highest standards

of corporate governance, which

we see as fundamental to the

sustainability of our business

and performance.

Board and Board

Committee structure

Our Board is assisted by four Board

Committees.

In FY22, we made two changes

in our committees. The Board

Legal, Regulatory and Compliance

Committee was recombined with

the Board Risk Committee and the

Board Technology Committee was

dissolved with its responsibilities

assumed by the Board and/or

the Board Risk Committee where

appropriate.

Role of the Board and

Board Committees

The Board is Westpac’s key

governance body responsible

for providing leadership and

strategic guidance for Westpac

and its related bodies corporate

and overseeing the sound and

prudent management of the

Westpac Group. The Board

is assisted by its committees,

which, in some instances,

consider matters and make

recommendations to the Board

for approval. A summary of the

responsibilities of the Board

and the Committees is set out

on the opposite page. Further

information can be found in the

Charters for each Committee

which are available on our

website westpac.com.au.

Specific reporting as shown above

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—approves and oversees management’s implementation of

the strategic direction of the Group, its business plan and

significant corporate strategic initiatives

—approves the appointment of the CEO, Chief Financial

Officer (CFO), Group Executives, the General Manager,

Group Audit and any other person the Board determines

—assesses the performance of the Board, its Committees,

the CEO and the Group Executives

—oversees culture across the Group

—approves the Board Renewal Policy and determining

Board size and composition

—approves the Westpac Group Remuneration Policy

—approves remuneration arrangements and variable

remuneration outcomes and adjustments to variable

remuneration where appropriate for Group Executives,

other employees who are accountable persons under

the Banking Executive Accountability Regime (BEAR),

any person performing a role specified by APRA and any

other person the Board determines

—approves the annual financial targets and financial

statements and monitors financial performance

—determines dividend policy and dividend payments

—approves the Group Risk Management Framework,

the Group Risk Management Strategy and the

Board Risk Appetite Statement and monitors the

effectiveness of risk management

—considers the social, ethical and environmental

impact of our activities and setting standards

and monitors compliance/performance with our

sustainability policies and practices

—provides oversight of the Group’s technology

strategy and the implementation of key technology

initiatives

—oversees and monitors workplace health and safety

issues

—meets our principal regulators on a regular basis

—maintains ongoing dialogue with Westpac’s

external auditor.

Board Risk

Committee

Board Audit

Committee

Board Remuneration

Committee

Board Nominations &

Governance Committee

To assist the Board to:

—review and approve the Group

Risk Management Framework,

the Group Risk Management

Strategy, and the Board Risk

Appetite Statement

—review and approve the Group’s

overall framework for managing

financial and non-financial risks

as well

as emerging risks

—oversee the risk culture across

the Group

—make its annual declaration

to APRA on risk management

under APRA prudential standard

CPS 220 Risk Management

—The Committee is also

responsible for:

• providing oversight of the

Group’s management of

financial and non-financial

risks, including financial

crime risk, reputation risk

and sustainability risk

• monitoring changes

anticipated for the

economic and business

environment, including

consideration of emerging

risks and other factors.

Oversees the:

—integrity of financial

statements and

financial reporting

systems of Westpac

—external audit

engagement,

including the

external auditor’s

appointment,

removal and rotation

of the lead audit

engagement partner

—performance of the

internal audit function

—integrity of the

Group’s corporate

reporting including

compliance with

prudential standards

and professional

accounting

requirements.

Reviews and makes

recommendations on:

—the Group’s

remuneration

framework (as

articulated in the

Group Remuneration

Policy), and assesses

its compliance with

laws, regulations and

prudential standards

—individual

remuneration

arrangements and

variable remuneration

outcomes of the CEO,

Group Executives,

other accountable

persons under BEAR,

and any other person

the Board determines

—Non-executive Director

fee levels

—the performance of the

CEO, in conjunction

with the Chairman

—the design and terms

of all Equity Plans.

—recommends to the

Board candidates as

Non-executive Directors

for appointment to the

Board and Boards of

significant subsidiaries

—reviews the process

for orientation and

education of Directors

—considers succession

planning for Non-

executive Directors

—assesses the skills,

experience, expertise and

diversity of the Board

—reviews diversity

generally across

the Group, and sets

measurable objectives

and monitors progress

against those objectives

—reviews and approves

the Group’s corporate

governance policies

(where required),

including relating to

tenure, independence

and renewal/

composition.

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WESTPAC GROUP 2022 ANNUAL REPORT 54


   

   

40%

FEMALE DIRECTORS

Corporate Governance

Statement

Westpac’s 2022 Corporate

Governance Statement

describes our corporate

governance framework,

policies and practices at

6 November 2022. The

Statement is available – along

with Board and Committee

Charters, principles and

policies – on our website at

westpac.com.au/corpgov.

2022

WESTPAC BANKING CORPORATION

ABN 33 007 457 141

Corporate

Governance

Statement

100%

OF NON-EXECUTIVE DIRECTORS INDEPENDENT

CEO

Average Board tenure

0-3 years 60% 3-6 years 30%


6-9 years 10%

3.4 years

AVERAGE BOARD TENURE

Board areas of focus in FY22

This year the Board and Board Committees

have overseen:

—the delivery of key strategic priorities and the

review of the Group’s strategy and purpose

—the management of risks arising from the changing

economic and geopolitical environment

—the Group’s capital position, including completing

capital management initiatives

—measures taken to support our customers and our

people due to the impacts of COVID-19, as well as

the impacts of severe weather conditions

—progress of the priorities in our 2021-2023

Sustainability Strategy, including joining the

Net-Zero Banking Alliance

—continued implementation of the Customer

Outcomes and Risk Excellence (CORE) program

—ongoing work to improve our management of

financial crime risk

—changes to our management structure and

executive team to simplify the Group’s operations

and improve accountability

—the ongoing consideration of Board and Board

Committee composition and succession

—the exit of non-core businesses

—the ongoing program of work to reset the bank’s

cost base.

Board diversity

A diverse group of skilled Directors make us a stronger

organisation that makes better decisions.

As we have met our objective of 40% women,

40% men and 20% any gender for the composition of

the Board, our focus is on maintaining alignment with

this objective.

Independence

All nine of Westpac’s Non-executive Directors are

considered independent, having satisfied our criteria for

independence which aligns with the guidance in the ASX

Corporate Governance Principles and Recommendations.

The Chairman and the Chairs of all Board Committees are

independent Non-executive Directors.

Board tenure

The average Board tenure is 3.4 years, with Directors’

individual length of service in Section 1 of the

Directors’ report.

The Westpac Board Renewal Policy limits the tenure of

Non-executive Directors, other than the Chairman, to

nine years, from the date first elected. The maximum

tenure for the Chairman is 12 years (including any term

served previously as a Director) from the date first

elected. The Board (on an exceptional basis) may extend

the maximum terms where it would benefit the Group,

with any such Director required to stand for re-election

annually.

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Westpac’s Directors bring a broad range of financial and other skills, knowledge and experience necessary to

guide the Group. The Board uses a skills matrix to illustrate the key skills and experience it seeks to achieve along

with the number of Directors with each skill and experience. The skills matrix also assists in identifying focus

areas for the continuing education and professional development of Directors. For example, in FY22, these focus

areas included digitisation, decentralised finance, automation, privacy risk and climate change (amongst others).

The skills matrix also assists in identifying areas where it may be desirable for specialist external expertise to be

retained to supplement the Board’s skills and experience.

Our 2022 Corporate Governance Statement provides more detail on our corporate governance framework,

policies and practices – available at westpac.com.au/corpgov.

Figure 1 – Board skills, experience and attributes as at 30 September 2022

SKILLS AND EXPERIENCEDESCRIPTIONNUMBER OF DIRECTORS

Customer

focus

Experience in developing and overseeing the embedding

of a strong customer-focused culture in large and complex

organisations, and a demonstrable commitment to achieving

customer outcomes.

Strategy

An ability to define strategic objectives, constructively question

business plans, oversee the implementation of strategy using

commercial judgement and bring a global perspective to bear.

Financial

services

Experience working in, or advising, the banking and financial

services industry with strong knowledge of its economic drivers

and global business perspectives.

Financial

acumen

Highly proficient in accounting or related financial management

and reporting for businesses of significant size.

Risk

Experience in anticipating, recognising and managing risks,

including financial, non-financial and emerging risks, and

monitoring risk management frameworks and controls.

Technology,

digital and

data

Experience in developing or overseeing the application of

technology in large and complex businesses, with particular

reference to technology-innovation, disruptive technologies, data,

cyber-security, digital transformation and customer experience.

Governance

Experience as a Director of a listed entity, with detailed knowledge

of governance issues, with particular reference to the legal,

compliance, regulatory and voluntary frameworks applicable

to listed entities and highly regulated industries.

Environment

and social

Experience in understanding and identifying potential risks

and opportunities arising from environmental and social issues,

including the transition to a climate resilient future, management

of biodiversity, and addressing human rights and modern slavery

within supply chains.

People and

culture

Experience in people matters including workplace health and

safety, cultures, morale, inclusion and diversity, management

development, succession, remuneration and talent retention

initiatives

Executive

leadership

Having held a CEO or a similar senior leadership role in a large

complex organisation, and having experience in that position in

managing the business through periods of significant change and

delivering desired business outcomes.

Expert General working experience and knowledge Limited working experience and knowledge

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WESTPAC GROUP 2022 ANNUAL REPORT 56


MA, MBA

Age: 75

CHAIRMAN AND INDEPENDENT

NON-EXECUTIVE DIRECTOR

Appointed: Director since February

2020 and Chairman since April 2020.

Board Committees: Chairman of the

Board Nominations & Governance

Committee.

Experience: John is a senior figure in

global banking and financial services

and has 48 years of experience in the

sector. He was formerly Chairman of

Barclays plc, Aviva plc and FirstGroup

plc, and Chairman of The City UK. He

was also a Non-executive Director

of Westfield Group/Westfield

Corporation, The Royal Bank of

Scotland Group, Capital Radio plc and

was a council member of The London

Stock Exchange.

John served as Chief Executive

Officer of Australia and New Zealand

Banking Group Limited from 1997

to 2007, and as Group Executive

Director at Standard Chartered. He

also held senior positions at Citicorp

including as Managing Director of

Citicorp Investment Bank Ltd and

Head of Citicorp and Citibank in the

UK and Ireland. He began his career

at Ford Motor Co.

Directorships of listed entities

over the past three years: Unibail-

Rodamco-Westfield SE (since

June 2018).

Other principal directorships

and interests: Director of Old Oak

Holdings Ltd

Board Committees:


Board of Directors

Directors’

report

Our Directors present their

report together with the financial

statements of the Group for

the financial year ended

30 September 2022.

Directors

The names of the persons who have been Directors,

or appointed as Directors, during the period since 1

October 2021 and up to the date of this report are:

John McFarlane, Peter King, Nerida Caesar, Craig Dunn

(appointed as a Director on 1 June 2015 and retired as

a Director on 15 December 2021), Audette Exel AO,

Steven Harker (appointed as a Director on 1 March

2019 and retired as a Director on 26 October 2021),

Michael Hawker AM, Christopher Lynch, Peter Marriott,

Peter Nash, Nora Scheinkestel and Margaret Seale.

Particulars of the skills, experience, expertise and

responsibilities of the Directors at the date of this

report, including all directorships of other listed

companies held by a Director at any time in the

three years immediately before 30 September 2022,

and the period for which each directorship has

been held, are set out in the following pages.

Board Committee Member Key

Chairman of each committee is noted with a red icon.

Board Nominations & Governance

Board Risk

Board Remuneration

Board Audit

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BEc, FCA.

Age: 52

MANAGING DIRECTOR AND CHIEF

EXECUTIVE OFFICER

Appointed: Director since

December 2019.

Board Committees: Nil.

Experience: Peter was appointed

Westpac Group Chief Executive

Officer in April 2020. Peter previously

held this role on an acting basis

between December 2019 and March

2020. Since joining the Westpac

Group in 1994, Peter also held senior

finance roles including Chief Financial

Officer with responsibility for

Westpac’s Finance, Tax, Treasury and

Investor Relations functions. He has

worked in senior finance roles across

the Group including in Group Finance,

Business and Consumer Banking,

Business and Technology Services,

Treasury and Financial Markets. Peter

commenced his career at Deloitte

Touche Tohmatsu. He has a Bachelor

of Economics from Sydney University

and completed the Advanced

Management Programme at INSEAD.

He is currently Chairman of the

Australian Banking Association (ABA)

and also a Fellow of the Institute of

Chartered Accountants.

Directorships of listed entities over

the past three years: Nil.

Other principal directorships and

interests: Chairman and Director of

the Australian Banking Association

Incorporated, Director of the Institute

of International Finance and Director

of Financial Markets Foundation for

Children.

Board Committees:

Nil.

Nerida Caesar

BCom, MBA, GAICD

Age: 58

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Appointed: Director since

September 2017.

Board Committees: Nil.

Experience: Nerida has over 34 years

of broad ranging commercial and

business management experience,

with particular depth in technology

led businesses. Nerida was Group

Managing Director and Chief

Executive Officer, Australia and New

Zealand, of Equifax (formerly the

ASX-listed Veda Group Limited) and

was also a former director of Genome.

One Pty Ltd and Stone and Chalk

Limited. Before joining Equifax, Nerida

held several senior management roles

at Telstra, including Group Managing

Director, Enterprise and Government

and Group Managing Director,

Wholesale. Nerida also held several

Executive and senior management

positions with IBM within Australia

and internationally, including as Vice

President of IBM’s Intel Server Division

for the Asia Pacific region.

Directorships of listed entities over

the past three years: Nil.

Other principal directorships and

interests: Chairman of Workplace

Giving Australia Limited, Co-Chairman

of G2GWGA Pty Ltd, Director of NBN

Co Ltd and Director of CreditorWatch.

Advisor to startups in the technology

sector.

Board Committees:

Nil.

Audette Exel AO

BA, LLB (Hons)

Age: 59

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Appointed: Director since

September 2021.

Board Committees: Member of the

Board Risk Committee.

Experience: Audette has more than

35 years’ experience in the global

financial services markets as a

senior executive, a non-executive

director and as a social entrepreneur.

Audette was formerly the Managing

Director of BSX-listed Bermuda

Commercial Bank (1993-1996), Chair

of the Bermuda Stock Exchange

(1995-1996) and a Director and

Chair of the Investment Committee

of the Bermuda Monetary Authority

(1999-2005). She was a Director and

Chair of the Investment Committee

of Steamship Mutual (1999-2017).

She began her career as a lawyer

specialising in international finance.

Audette is the founder and Chair of

the Adara Group, a pioneering social

enterprise which exists to support

people living in extreme poverty and

is the Chief Executive Officer of its

corporate advice businesses. She is

the recipient of numerous awards,

including an honorary Order of

Australia for service to humanity.

Directorships of listed entities over

the past three years: Suncorp Group

Limited (June 2012 to September

2020).

Other principal directorships

and interests: Founder and Chair

of Adara Development Australia,

Adara Development USA, Adara

Development Bermuda, Adara

Development UK and Adara

Development Uganda. CEO

and Director of Adara Advisors

Pty Limited and Adara Partners

(Australia) Pty Limited.

Board Committees:

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BSc, FAICD, SF Fin, FAIM, FIoD

Age: 63

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Appointed: Director since December

2020.

Board Committees: Member of the

Board Risk Committee.

Experience: Michael has substantial

experience, with over 35 years

in the financial services industry,

including as Chief Executive Officer

and Managing Director of Insurance

Australia Group from 2001 to 2008.

Prior to this, he held senior positions

at Westpac, and with Citibank in

Australia and Europe. Michael was a

Director of Macquarie Bank Limited

and Macquarie Group Limited, and a

Director of Aviva plc. Michael was also

President of the Insurance Council of

Australia, Chairman of the Australian

Financial Markets Association,

a Board member of the Geneva

Association and a member of the

Financial Sector Advisory Council.

Directorships of listed entities over

the past three years: Washington

H. Soul Pattinson and Company Ltd

(since October 2012) and Macquarie

Group Limited (March 2010 to

September 2020).

Other principal directorships and

interests: Director of BUPA Global

Board UK, Deputy Chair of BUPA ANZ

Group, Director of Allianz Australia

Group and a Non-executive Director

of the Museum of Contemporary

Art Australia.

Board Committees:

Peter Marriott

BEc (Hons.), FCA

Age: 65

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Appointed: Director since June 2013.

Board Committees: Chairman of the

Board Risk Committee. Member of

the Board Audit Committee.

Experience: Peter has over 40 years’

experience in senior management

roles in the finance industry,

encompassing international banking,

finance and auditing. He joined

Australia and New Zealand Banking

Group Limited (ANZ) in 1993 and

was Chief Financial Officer from July

1997 to May 2012. Prior to his career

at ANZ, Peter was a banking and

finance, audit and consulting partner

at KPMG Peat Marwick. Peter was

formerly a Director of ANZ National

Bank Limited in New Zealand and

various ANZ subsidiaries.

Directorships of listed entities over

the past three years: ASX Limited

(since July 2009).

Other principal directorships and

interests: Director of ASX Clearing

Corporation Limited, ASX Settlement

Corporation Limited and Austraclear

Limited. Member of Monash

University Council and Chairman

of the Monash University Council’s

Resources and Finance Committee.

Board Committees:


Chris Lynch

BCom, MBA, FCPA

Age: 69

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Appointed: Director since September

2020.

Board Committees: Member of the

Board Audit and Board Remuneration

Committees.

Experience: Chris has significant

experience in mineral resources and

infrastructure, having spent over

30 years working in these fields

globally. Chris was formerly the

Global Chief Financial Officer of Rio

Tinto Group, based in London, and

an Executive Director. Prior to this,

he was a Non-executive Director of

Rio Tinto Group. Chris was the Chief

Executive Officer of Transurban

Group, an international toll road

developer and manager with interests

in Australia and North America from

2008 to 2012. His executive career

also included seven years at BHP

Billiton where he was Chief Financial

Officer and then Executive Director

and Group President – Carbon Steel

Materials. Chris spent 20 years with

Alcoa Inc. where he held a number

of executive positions, including

Vice-President and Chief Information

Officer based in Pittsburgh, USA

and Chief Financial Officer of Alcoa

Europe in Switzerland. He was also

managing director of KAAL Australia

Limited, a joint venture company

formed by Alcoa and Kobe Steel.

Chris was formerly a Commissioner of

the Australian Football League from

2008 until 2014.

Directorships of listed entities over

the past three years: Nil.

Other principal directorships and

interests: Director of Business for

Millennium Development Ltd.

Board Committees:


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BCom, FCA, F Fin

Age: 60

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Appointed: Director since March

2018.

Board Committees: Chairman

of the Board Audit Committee.

Member of the Board Risk and

Board Nominations & Governance

Committees.

Experience: Peter was formerly a

Senior Partner with KPMG, having

been admitted to the Australian

partnership in 1993. He served as the

National Chairman of KPMG Australia

and served on KPMG’s Global and

Regional Boards. His previous

positions with KPMG included

Regional Head of Audit for Asia

Pacific, National Managing Partner

for Audit in Australia and head of

KPMG Financial Services. Peter has

worked in geographically diverse and

complex operating environments

providing advice on a range of

topics including business strategy,

risk management, internal controls,

business processes and regulatory

change. He has also provided financial

and commercial advice to many State

and Federal Government businesses.

Peter is a former member of the

Business Council of Australia and its

Economic and Regulatory Committee.

Directorships of listed entities over

the past three years: Johns Lyng

Group Limited (Chairman since

October 2017), Mirvac Group (since

November 2018) and ASX Limited

(since June 2019).

Other principal directorships and

interests: Director of the General

Sir John Monash Foundation. Board

member of the Koorie Heritage Trust.

Board Committees:


Margaret (Margie) Seale

BA, FAICD

Age: 62

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Appointed: Director since

March 2019.

Board Committees: Member of the

Board Risk, Board Remuneration and

Board Nominations & Governance

Committees.

Experience: Margie has more than

25 years’ experience in senior

executive roles in Australia and

overseas, including in consumer

goods, global publishing, sales

and marketing, and the successful

transition of traditional business

models to digital environments.

Prior to her non-executive career,

Margie was the Managing Director

of Random House Australia and

New Zealand and President, Asia

Development for Random House

Inc. Margie was a Director and then

Chair of Penguin Random House

Australia Pty Limited, and a Director

of Ramsay Health Care Limited,

Bank of Queensland Limited and the

Australian Publishers’ Association.

She also served on the Boards of

Chief Executive Women (chairing

its Scholarship Committee), the

Powerhouse Museum, and the

Sydney Writers Festival.

Directorships of listed entities over

the past three years: Scentre Group

Limited (since February 2016) and

Telstra Corporation Limited (May 2012

to October 2021).

Other principal directorships and

interests: Director of Westpac

Scholars Limited.

Board Committees:


Nora Scheinkestel

LLB (Hons), PhD, FAICD

Age: 62

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Appointed: Director since

March 2021.

Board Committees: Chair of the

Board Remuneration Committee.

Member of the Board Risk Committee.

Experience: Nora is an experienced

company director with a background

as a senior banking executive in

international and project financing.

Nora has served as Chairman and

Director in a range of companies

across various industry sectors and

in the public, private and government

arena. Previously, Nora was a director

of a number of other major ASX

listed companies, was formerly a

member of the Takeovers Panel

and was an Associate Professor in

the Melbourne Business School at

Melbourne University. In 2003, Nora

was awarded a centenary medal

for services to Australian society in

business leadership.

Directorships of listed entities over

the past three years: Brambles

Limited (since June 2020), Origin

Energy Limited (since March 2022),

Telstra Corporation Limited (August

2010 to October 2022), AusNet

Services Ltd (November 2016 to

February 2022), Atlas Arteria Limited

(August 2014 to November 2020),

Atlas Arteria International Limited

(April 2015 to November 2020) and

OceanaGold Corporation (April 2018

to December 2019).

Other principal directorships and

interests: Nil.

Board Committees:


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Shannon Finch

BA (Hons), LLB (Hons)

Age: 52

GROUP GENERAL COUNSEL

Shannon joined Westpac

in November 2021 and

leads Westpac’s legal

function globally.

Shannon has nearly

30 years legal experience

including with the

Commonwealth Attorney

General’s Department

Corporations Law

Simplification Unit,

Mallesons Stephen Jaques

(now King & Wood

Mallesons) in Canberra,

London and Sydney,

including as head of

the Sydney office, and

as a senior partner of

global corporate law firm

Jones Day. Shannon is a

member of the Business

Law Executive of the Law

Council of Australia, and

the Advisory Committee to

the Australian Law Reform

Commission’s Review of the

Legislative Framework for

Corporations and Financial

Services Regulation.

Shannon has experience as

a Non-executive Director,

is a member of the AICD

and Chief Executive

Women, and is a Fellow of

the Governance Institute

of Australia.

Shannon has a Bachelor of

Arts (Hons) and Bachelor

of Laws (Hons) from

the Australian National

University.

Peter King

BEc, FCA.

Age: 52

MANAGING DIRECTOR AND

CHIEF EXECUTIVE OFFICER,

WESTPAC GROUP

Peter was appointed

Westpac Group Chief

Executive Officer in April

2020, after holding the role

on an acting basis between

December 2019 and March

2020.

Since joining Westpac in

1994, Peter has held senior

finance roles including

Chief Financial Officer with

responsibility for Westpac’s

Finance, Group Audit,

Tax, Treasury and Investor

Relations functions. He has

worked in senior finance

roles across the Group

including in Group Finance,

Business and Consumer

Banking, Business and

Technology Services,

Treasury and Financial

Markets.

Peter commenced his

career at Deloitte Touche

Tohmatsu. He has a

Bachelor of Economics

from Sydney University and

completed the Advanced

Management Programme

at INSEAD. Peter is

currently the Chairman

of the Australian Banking

Association (ABA) and he is

also a Fellow of the Institute

of Chartered Accountants.

Scott Collary

BA, Humanities

Age: 58

GROUP EXECUTIVE,

CUSTOMER SERVICES &

TECHNOLOGY

Scott Collary joined

Westpac in November 2020

as Chief Operating Officer;

he became Group Executive

Customer Services &

Technology in March 2022

and leads our customer

solutions, financial crime

and fraud prevention,

operations and technology

functions.

Scott has over 30 years’

global banking experience,

with a breadth of expertise

across technology,

operations, risk mitigation

and commercial functions.

Before joining Westpac,

Scott was Chief Information

and Operations Officer for

North America Consumer

Businesses at Bank of

Montreal, Canada. Prior

to that, Scott held senior

executive positions at a

number of multinational

financial institutions

including ANZ, Citibank,

Fifth Third Bank and Bank

of America.

Scott holds a Bachelor’s

Degree from the University

of Maryland in the United

States.

Chris de Bruin

MBA, BSc (Hons)

Age: 58

CHIEF EXECUTIVE,

CONSUMER & BUSINESS

BANKING

Chris de Bruin joined

Westpac Group as Chief

Executive, Consumer, in

February 2021 and became

Chief Executive, Consumer

& Business Banking in

March 2021.

With nearly 25 years in

the financial services

sector globally, Chris’

experience spans retail

banking, consumer product

portfolios, fintech and

digital banking.

He spent 13 years at

Standard Chartered Bank,

where he held a variety

of roles across Asia and

the Middle East, including

as Global Head of Retail

Products and Digital

Banking.

Before joining Westpac,

Chris was Chief Executive

Officer of Deem Finance,

one of the largest non-

bank financial institutions

in the Middle East. Prior to

that, Chris was President

of Canadian fintech Zafin

and had been an Associate

Principal at McKinsey &

Company.

Chris was educated in

South Africa and holds an

MBA from the University of

Cape Town, and a Bachelor

of Science (Honours) from

Stellenbosch University.

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LLB (Hons), BA

Age: 52

CHIEF EXECUTIVE,

WESTPAC INSTITUTIONAL

BANK

Anthony joined Westpac

Group as Chief Executive,

Westpac Institutional Bank

in October 2020. He has

responsibility for Westpac’s

global relationships with

corporate, institutional

and government clients,

as well as all products

across financial and capital

markets, transactional

banking, structured finance

and working capital

payments. In addition,

Anthony has responsibility

for Westpac’s offices

and branches in Asia,

Europe and New York and

Westpac’s branch in New

Zealand. Before joining

Westpac Group, Anthony

was CEO of Australia and

New Zealand and Co-Head

of Investment Bank, Asia

Pacific at Deutsche Bank

from 2017. Prior to Deutsche

Bank, Anthony was a

partner at Goldman Sachs

based in Hong Kong within

the investment banking

division and previously

held a number of roles at

Goldman Sachs in Australia

and New Zealand having

joined the organisation

in 2001. Before joining

Goldman Sachs, Anthony

worked at Credit Suisse.

Anthony holds a Bachelor

of Law (Honours) from

Queensland University

of Technology, and

Bachelor of Arts (Japanese

Language, Modern Asian

Studies) from Griffith

University.

Yianna Papanikolaou

BSc(Hons), MBA

Age: 45

CHIEF TRANSFORMATION

OFFICER

Yianna Papanikolaou

joined Westpac Group as

General Manager, Group

Transformation in February

2022 and became Chief

Transformation Officer

in May 2022. She is

responsible for leading the

Group’s Transformation

efforts to become a

simpler, stronger bank,

and accountable for the

Customer Outcomes and

Risk Excellence (CORE)

Program, and the Chief

Control Office.

Yianna has over 20 years

of experience in the

financial services industry,

and has held executive

roles and led large-scale

transformations for major

organisations across the

globe. Before joining

Westpac, she spent seven

years at Deutsche Bank in

the United Kingdom where

she held several leadership

positions, including

Managing Director, Chief

Transformation Office.

Prior to this, she was at

Royal Bank of Scotland,

as Head of Strategy and

Transformation for the

Corporate Bank. She began

her career in strategy and

technology consulting.

Yianna holds a Bachelor’s

degree in Computer

Science and Mathematics

from Clark University and

an MBA from The University

of Manchester.

Carolyn McCann

BBus (Com), BA,

GradDipAppFin, GAICD

Age: 50

GROUP EXECUTIVE,

CORPORATE SERVICES

Carolyn was appointed as

Westpac’s Group Executive,

Corporate Services in March

2022, and is responsible

for functions that partner

with the business to

deliver common services

including Property,

Procurement, Protective

Services, HR Services,

Finance Services, Corporate

Reporting & Analytics,

Sustainability, Corporate

Affairs & Community and

Transformation. Prior

to this role Carolyn was

Group Executive, Customer

and Corporate Relations.

Carolyn has more than

25 years’ experience in

financial services.

Carolyn joined Westpac in

2013, as General Manager,

Corporate Affairs and

Sustainability. Prior to

joining Westpac, Carolyn

spent 13 years at Insurance

Australia Group in various

positions, including Group

General Manager, Corporate

Affairs and Investor

Relations. She began her

career in consulting and

has extensive in-house and

consulting experience in

financial services. Carolyn

has a Bachelor of Arts

from The University of

Queensland, a Bachelor of

Business from Queensland

University of Technology,

and a Graduate Diploma

of Applied Finance and

Investment from the

Securities Institute of

Australia. She has also

completed Cambridge

University’s Sustainability

Business Management

course.

Catherine McGrath

LLB/BCom

Age: 51

CHIEF EXECUTIVE OFFICER

WESTPAC NEW ZEALAND

Catherine was appointed

Chief Executive Officer of

Westpac New Zealand in

November 2021.

She has more than 25 years’

experience working in

financial services, spanning

business, operational

and people leadership

roles to which she has

driven significant people,

structural, technology and

strategic change.

Prior to joining Westpac,

Catherine led large-scale

transformations at some

of the world’s best known

banks including Barclays

Group and Lloyds TSB

in the UK. This included

various positions such

as Head of Channels,

Managing Director of

Transaction Products and

Payments, and Transaction

Banking Director. Earlier

in her career she worked

at BNZ, ASB and the

Prudential Group.

Catherine was raised in New

Zealand. She graduated

from Canterbury University

with a Bachelor of Law and

a Bachelor of Commerce.

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CFA, FICB

Age: 60

CHIEF RISK OFFICER

Ryan was appointed Chief

Risk Officer in April 2022.

Ryan is responsible for

risk management across

the Group, which includes

credit risk, operational risk,

financial crime, compliance

and conduct.

Ryan has over 30 years’

experience in financial

services specialising in

risk management. Prior to

joining Westpac Group,

Ryan was at Fannie Mae as

Executive Vice President

and Chief Risk Officer

overseeing the company’s

governance and strategy for

global risk management.

Prior to Fannie Mae Ryan

held senior positions at

GE Capital, Wells Fargo &

Company and Deutsche

Bank. Ryan has also been

on the Board of Fannie Mae

and General Electric Capital

Corporation. A Canadian,

Ryan began his career

at the Bank of Montreal

in Credit Services before

taking on various roles

across Citibank Canada and

Bankers Trust Company.

Ryan is a Chartered

Financial Analyst and a

Fellow of the Institute of

Canadian Bankers.

Christine Parker

BGDipBus (HRM)

Age: 62

GROUP EXECUTIVE,

HUMAN RESOURCES

Christine was appointed to

Westpac Group’s Executive

Team in October 2011.

Christine holds leadership

responsibility for the Human

Resources function across

the Westpac Group. She is

responsible for the Westpac

Group’s human resources

strategy and management,

including reward and

recognition, safety, learning

and development, careers

and talent, employee

relations and employment

policy.

Christine is also responsible

for the office of the Banking

Executive Accountability

Regime (BEAR) and

supports the CEO and

Board on culture and

conduct. Since joining

Westpac in 2007, Christine

has held a variety of senior

leadership roles including

Group General Manager,

Human Resources and

General Manager, Human

Resources for Westpac

New Zealand Limited.

Before joining Westpac,

Christine held senior HR

roles in a number of high-

profile organisations and

across a range of industries,

including Carter Holt

Harvey and Restaurant

Brands New Zealand.

Christine is currently

Chair of the St.George

Foundation, a member of

Chief Executive Women and

was previously a Director of

Orygen Youth Mental Health

Foundation, Women’s

Community Shelters and

member of the Veterans’

Employment Industry

Advisory Committee.

Michael Rowland

B.Comm, FCA

Age: 61

CHIEF FINANCIAL OFFICER

Michael joined Westpac

Group as Chief Financial

Officer in September

2020. He is responsible for

Westpac’s Finance, Group

Audit, Investor Relations,

Tax and Treasury functions.

Before joining Westpac,

Michael was a Partner in

Management Consulting at

KPMG. Before that he held a

number of senior executive

positions at ANZ from 1999

to 2013. This included CFO

Institutional Banking, CFO

Wealth, CFO New Zealand,

CFO Personal Financial

Services, and business

leadership roles as CEO

Pacific, Managing Director

Mortgages and General

Manager, Transformation.

Michael commenced his

career at KPMG, where he

was promoted to become

a Tax Partner in 1993.

Michael holds a Bachelor

of Commerce, from the

University of Melbourne

and a Graduate Diploma of

Taxation Law from Monash

University. He is a Fellow of

the Institute of Chartered

Accountants in Australia

and New Zealand.

Jason Yetton

B.Comm (Finance & Mktg),

GradDipAppFin

Age: 51

CHIEF EXECUTIVE,

SPECIALIST BUSINESSES

Jason was appointed

Chief Executive, Specialist

Businesses in May 2020.

He is responsible for

Westpac’s Banking as a

Service, Corporate and

Business Development

and the Strategic Reviews

and potential divestments

of the Group’s Specialist

Businesses.

Before joining Westpac

Group, Jason was Chief

Executive Officer NewCo,

CBA, where he was

appointed to lead the

demerger of its wealth

management and mortgage

broking businesses. Prior to

that, he was Chief Executive

Officer and Managing

Director, SocietyOne, an

early financial services

disrupter and consumer

finance marketplace lender.

Jason was previously

with the Westpac Group

for more than 20 years,

holding a number of senior

positions including Group

Executive, Westpac Retail

and Business Banking, and

a range of senior executive

positions in BT Financial

Group.

Jason holds a Bachelor

of Commerce (Marketing

and Finance) from the

University of New South

Wales and a Graduate

Diploma in Applied Finance

and Investment from the

Securities Institute of

Australia.

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LLB (Hons.)

Age: 47

COMPANY SECRETARY

Tim was appointed

Company Secretary in

November 2011. Before that

appointment, Tim was Head

of Legal – Risk Management

& Workouts, Counsel &

Secretariat and prior to that,

he was Counsel, Corporate

Core.

Before joining Westpac in

2006, Tim was a Consultant

with Gilbert + Tobin, where

he provided corporate

advisory services to ASX-

listed companies. Tim was

previously a lawyer at

Henderson Boyd Jackson

W.S. in Scotland and in

London in Herbert Smith’s

corporate and corporate

finance division.

Executive Team

As at 30 September 2022 our Executive Team was:

NAMEPOSITION

YEAR

JOINED

GROUP

YEAR

APPOINTED

TO POSITION

Peter King

Managing Director &

Chief Executive Officer

19942020

Scott Collary

Chief Executive,

Customer Service & Technology

20202022

Chris de Bruin

Chief Executive,

Consumer & Business Banking

20212021

Shannon Finch

Group General Counsel20212021

Carolyn McCann

Group Executive, Corporate Services20132022

Catherine McGrath

Chief Executive Officer,

Westpac New Zealand

20212021

Anthony Miller

Chief Executive,

Westpac Institutional Bank

20202020

Yianna

Papanikolaou

Chief Transformation Officer20222022

Christine Parker

Group Executive, Human Resources20072011

Michael Rowland

Chief Financial Officer20202020

Jason Yetton

Chief Executive, Specialist Businesses 20202020

Ryan Zanin

Chief Risk Officer20222022

There are no family relationships between or among any of our Directors or Executive Team.

WESTPAC GROUP

2022 ANNUAL REPORT

63

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

WESTPAC GROUP 2022 ANNUAL REPORT 64
Directors’ report

Directors’ report

3. Operating and financial review

a) Principal activities

The principal activities of the Group during the

financial year ended 30 September 2022 were the

provision of financial services including lending, deposit

taking, payments services, investment platforms,

superannuation and funds management, insurance

services, leasing finance, general finance, interest rate

risk management and foreign exchange services.

During the period Westpac sold its Australian and

New Zealand life insurance businesses and its auto

finance and novated leasing businesses. The Group

ceased to provide these services once the transactions

completed. Other than these changes, there have been

no significant changes in the nature of the principal

activities of the Group during 2022.

b) Operations and financial performance

Net profit attributable to owners of Westpac Banking

Corporation for 2022 was $5,694 million, an increase of

$236 million or 4% compared to 2021. Basic earnings

per share increased 7% as net profit after tax increased

and the average share count reduced 3% following the

$3.5 billion share buy-back.

The increase in net profit was predominantly due

to reduction in expenses, partly offset by lower

non-interest income mainly from the loss on sale of

Australian life insurance and higher credit impairment

charges. Over recent years, Westpac has incurred

certain items that have been called “notable items”.

The net after tax reduction in net profit for these items

was $1,292 million in 2022 compared to $1,601 million in

2021, $309 million lower and these include:

• Provisions for estimated customer refunds,

payments, associated costs and litigation;

• The write-down of assets and expenses from

reducing our corporate and branch footprint; and

• The impact of asset sales and revaluations.

The following is a summary of the movements in major

line items in net profit for 2022 compared to 2021.

Net interest income increased by $303 million or 2%

over 2022 with increased lending and deposits partly

offset by a 13 basis point reduction in net interest

margin. Average interest earning assets increased 8%,

while spot lending increased 4% with growth in owner-

occupied mortgages, small business, and institutional

lending. Customer deposits increased 6% over the year,

more than fully funding loan growth contributing to an

increase in the customer deposit to loan ratio to 82.9%.

All the decline in net interest margin was in the first

half of the year from the impact of low interest rates

and lending competition. While competition continued

through the year, rising interest rates assisted in

restoring margins in the second half of the year from

improved returns on capital and low-rate deposits and

increased deposit spreads.

Through the year, the decrease in net interest margin

was due to:

• Lower spreads on mortgages and business lending

reflecting intense competition; and

• Margin dilution from $48 billion increase in average

liquid assets to meet the need for additional high

quality liquid assets following the scheduled

reduction of the Reserve Bank of Australia’s

committed liquidity facility (CLF). Funding and

holding liquid assets are more expensive than the

cost of the CLF; partly offset by

• Increased deposit spreads which contributed

21 basis points to net interest margin; and

• Increase of $443 million on unrealised gains on

fair value movements of non-hedge accounted

economic hedges in 2022.

Non-interest income was $1,919 million lower compared

to 2021. The decrease was predominantly due to:

• Lower other income reflecting the net loss on

disposal of non-core businesses in 2022 mainly

driven by the loss on the sale of our Australian life

insurance business of $1,112 million. There was a net

gain in 2021 of $188 million from non-core asset

sales;

• Lower contribution from NZ life insurance and

Australian life insurance businesses of $287 million

following their sales in 2022 and the impact of

unfavourable valuations; and

• Lower general and lenders mortgage insurance

income by $185 million as these businesses were

sold in 2021; partly offset by

• Lower remediation costs which were offset against

revenue of $256 million.

Operating expenses were $2,509 million or 19% lower

compared to 2021. The decrease was mainly due to:

• Lower asset write-downs of $1,023 million;

• A reduction in depreciation and amortisation of

assets of $450 million following write-downs in

2021;

• Reduced use of third-party services;

• Lower staff expenses of $168 million from lower

FTE, partly offset by increased superannuation and

higher restructuring costs;

• Lower separation costs associated with the sale of

businesses; and

• Lower remediation costs of $296 million.

Credit impairment charges were $335 million in 2022,

compared to a credit impairment benefit of $590

million in 2021. The charge in 2022 represented 5 basis

points of gross loans and is still well below long-term

historical averages. The charge in 2022 reflected:

• Impact of higher inflation, interest rates rising and

expectation of slowing economic activity; partly

offset by

• Impact of further improvement in credit quality

metrics through the year including a reduction in

stressed exposures.

WESTPAC GROUP
2022 ANNUAL REPORT

65

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

The effective tax rate was 32.7% in 2022 and was

above the corporate tax rate of 30% due to some non-

deductible expenses including the loss on the sale of

our Australian life insurance business. The effective tax

rate was also high in 2021 due to non-deductible items

including goodwill write-downs.

A review of the operations of the Group and its

segments and their results for the financial year ended

30 September 2022 is set out in Section 2 of the

Annual Report under the sections ‘Review of Group

operations’ (see pages 106 to 115) and ‘Segment

reporting’ (see pages 116 to 133), which form part of

this report. Further information about our financial

position and financial results is included in the financial

statements in Section 3 of this Annual Report (see

pages 159 to 295), which form part of this report.

c) Dividends

Westpac has announced a final ordinary dividend

of 64 cents per Westpac ordinary share, totalling

approximately $2,241 million for the year ended

30 September 2022. The dividend will be fully franked

and will be paid on 20 December 2022.

An interim ordinary dividend for the current financial year

of 61 cents per Westpac ordinary share for the half year

ended 31 March 2022 totaling $2,136 million was paid as

a fully franked dividend on 24 June 2022. 58 cents per

Westpac ordinary share totalling to $2,127 million was

paid as interim ordinary dividend in 2021.

Further, in respect of the year ended 30 September 2021,

a fully franked final dividend of 60 cents per

ordinary share totalling $2,201 million was paid on

21 December 2021.

d) Significant changes in state of affairs and events

during and since the end of the 2022 financial

year

Significant changes in the state of affairs of the Group

during the financial year ended 30 September 2022

were:

• completing a $3.5 billion off-market share

buy-back on 14 February 2022, with approximately

167.5 million Westpac shares, equating to

approximately 4.6% of the shares on issue at that

time, being bought back at the buy-back price of

$20.90 per Westpac share

• making changes to the Group’s structure and

executive team as part of initiatives to simplify the

Group’s operations and improve accountability as

outlined in the Remuneration Report (see pages

74 to 94)

• ongoing implementation of the CORE Program,

which is delivering the Integrated Plan required

by the 2020 enforceable undertaking with APRA

in relation to our risk governance remediation,

and supporting the strengthening of our risk

governance, accountability and culture

• seeking to operate with a CET1 Capital Ratio of

between 11.0% and 11.5% (operating capital range)

in normal operating conditions as measured under

APRA’s new capital framework from 1 January 2023

• APRA announced on 1 September 2022 that it had

removed the 10% add-on applied to the net cash

outflows included in the calculation of our Liquidity

Coverage Ratio

• following a review in 2020, the continued

simplification of our business and operations:

–completing the sale of: Westpac’s auto finance

and novated leasing business; Westpac Life-NZ-

Limited and Westpac Life Insurance Services

Limited; and

–announcing the following transactions, which

have not yet completed: transfer of the

members and benefits of BT Funds Management

Limited’s personal and corporate (non-platform)

superannuation products via a successor fund

transfer to Mercer Super Trust; and sale of

Westpac’s Advance Asset Management business

to Mercer (Australia) Pty Ltd.

For a discussion of these changes and other

significant developments, please refer to ‘Significant

developments’ in Section 1 of the Annual Report, which

forms part of this report (see pages 97 to 101).

The Directors are not aware of any matter

or circumstance that has occurred since

30 September 2022 that has significantly affected or

may significantly affect the operations of the Group, the

results of these operations or the state of affairs of the

Group in subsequent financial years.

e) Business strategies, developments and expected

results

Our business strategies, prospects and likely major

developments in the Group’s operations in future

financial years and the expected results of those

operations are discussed in the Strategic Review (see

pages 2 to 55) and in ‘Significant developments’ in

Section 1 of the Annual Report (see pages 97 to 101),

which forms part of this report.

Further information on our business strategies and

prospects for the future financial years and likely

developments in our operations and the expected

results of operations have not been included in this

report because the Directors believe it would be likely

to result in unreasonable prejudice to us.

f) Risks to our financial performance, position and

our operations

Our financial position, our future financial results,

our operations and the success of our strategy are

subject to a range of risks. These risks are set out and

discussed in Section 2 of this Annual Report under the

section ‘Risk factors’, which forms part of this report

(see pages 134 to 145).

WESTPAC GROUP 2022 ANNUAL REPORT 66
Directors’ report

4. Directors’ interests

a) Directors’ interests in securities

The following particulars for each Director are set out in the Remuneration Report in Section 10 of the Directors’

report for the year ended 30 September 2022 and in the table below:

• their relevant interests in our shares or the shares of any of our related bodies corporate;

• their relevant interests in debentures of, or interests in, a registered scheme made available by us or any of our

related bodies corporate;

• their rights or options over shares in, debentures of, or interests in, any registered scheme made available by

us or any of our related bodies corporate; and

• any contracts:

– to which the Director is a party or under which they are entitled to a benefit; and

– that confer a right to call for or deliver shares in, debentures of, or interests in, a registered scheme made

available by us or any of our related bodies corporate.

Directors’ interests in Westpac and related bodies corporate as at 6 November 2022

Number of Relevant

Interests in Westpac

Ordinary Shares

Number of Westpac

Share Rights

Westpac Banking Corporation

Current Directors

John McFarlane45,000-

Peter King172,038

1

415,883

2

Nerida Caesar13,583

3

-

Audette Exel10,898-

Michael Hawker32,432-

Chris Lynch13,090

4

-

Peter Marriott22,110-

Peter Nash15,260-

Nora Scheinkestel9,709

Margaret Seale10,438

5

-

Former Directors

Craig Dunn15,009

6

-

Steven Harker 11,605

7

-

1. Peter King’s interest in Westpac ordinary shares includes 20,076 restricted shares held under the Restricted Share Plan.

2. Share rights issued under the Long Term Variable Reward Plan.

3. As at 30 September 2022, Nerida Caesar’s related parties also hold the following interests in registered schemes made available by

certain related bodies corporate of Westpac in their capacity as the responsible entity of the registered schemes (a) 211,487.9616 units

in PIMCO Wholesale Plus Global Bond Fund and (b) 72,135.84 units in Fidelity Wholesale Plus Australian Equities Fund.

4. Chris Lynch and his related bodies corporate also hold relevant interests in 1,137 Westpac Capital Notes 5 (ASX: WBCPH).

5. Margaret Seale and her related bodies corporate also hold relevant interests in 100 Westpac Capital Notes 7 (ASX: WBCPJ).

6. Figure displayed is as at Craig Dunn’s retirement date of 15 December 2021.

7. Figure displayed is as at Steven Harker’s retirement date of 26 October 2021.

Note: Certain subsidiaries of Westpac offer a range of registered schemes. The Directors from time to time invest in these schemes and are

required to provide a statement to the ASX when any of their interests in these schemes change. ASIC has exempted each Director from

the obligation to notify the ASX of a relevant interest in a security that is an interest in BT Cash Management Trust (ARSN 087 531 539),

BT Premium Cash Fund (ARSN 089 299 730), Westpac Cash Management Trust (ARSN 088 187 928) or Advance Cash Multi-Blend Fund

(ARSN 094 113 050).

WESTPAC GROUP
2022 ANNUAL REPORT

67

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

b) Indemnities and insurance

Under the Westpac Constitution, unless it is forbidden

or would be made void by statute, we indemnify any

person who is or has been a Director or Company

Secretary of Westpac and of each of our related

bodies corporate (except related bodies corporate

listed on a recognised stock exchange), any person

who is or has been an employee of Westpac or our

subsidiaries (except subsidiaries listed on a recognised

stock exchange), and any person who is or has been

acting as a responsible manager under the terms of

an Australian Financial Services Licence of any of

Westpac’s wholly-owned subsidiaries against every

liability (other than a liability for legal costs) incurred

by each such person in their capacity as director,

company secretary, employee or responsible manager,

as the case may be; and all legal costs incurred in

defending or resisting (or otherwise in connection

with) proceedings, whether civil or criminal or of an

administrative or investigatory nature, in which the

person becomes involved because of that capacity.

Each of the Directors named in this Directors’ report

and the Company Secretary of Westpac has the benefit

of this indemnity.

Consistent with shareholder approval at the

2000 Annual General Meeting, Westpac has entered

into a Deed of Access and Indemnity with each of the

Directors, which includes indemnification in identical

terms to that provided in the Westpac Constitution.

Westpac also executed a deed poll in September 2009

providing indemnification equivalent to that provided

under the Westpac Constitution to individuals who are

or have been acting as:

• statutory officers (other than as a director) of

Westpac;

• directors and other statutory officers of wholly-

owned subsidiaries of Westpac; and

• directors and statutory officers of other nominated

companies as approved by Westpac in accordance

with the terms of the deed poll and Westpac’s

Contractual Indemnity Policy.

Some employees of Westpac’s related bodies

corporate and responsible managers of Westpac and

its related bodies corporate are also currently covered

by a deed poll that was executed in November 2004,

which is on similar terms to the September 2009

deed poll.

The Westpac Constitution also permits us, to the

extent permitted by law, to pay or agree to pay

premiums for contracts insuring any person who is or

has been a Director or Company Secretary of Westpac

or any of its related bodies corporate against liability

incurred by that person in that capacity, including a

liability for legal costs, unless:

• we are forbidden by statute to pay or agree to pay

the premium; or

• the contract would, if we paid the premium, be

made void by statute.

Under the September 2009 deed poll, Westpac also

agrees to provide directors’ and officers’ liability

insurance to Directors of Westpac and Directors of

Westpac’s wholly-owned subsidiaries (except wholly-

owned subsidiaries listed on a recognised stock

exchange).

For the year ended 30 September 2022, the Group has

insurance cover which, in certain circumstances, will

provide reimbursement for amounts which we have to

pay under the indemnities set out above. That cover

is subject to the terms and conditions of the relevant

insurance, including but not limited to the limit of

indemnity provided by the insurance. The insurance

policies prohibit disclosure of the premium payable

and the nature of the liabilities covered.

c) Share rights outstanding

As at the date of this report there are 3,647,748 share

rights outstanding in relation to Westpac ordinary

shares, held by 93 holders. The latest dates for exercise

of the share rights range between 17 December 2024

and 1 January 2037.

Holders of outstanding share rights in relation to

Westpac ordinary shares do not have any rights under

the share rights to participate in any share issue or

interest of Westpac or any other body corporate.

d) Proceedings on behalf of Westpac

No application has been made and no proceedings

have been brought or intervened in, on behalf of

Westpac under section 237 of the Corporations Act.

WESTPAC GROUP 2022 ANNUAL REPORT 68
Directors’ report

5. Environmental disclosure

The Westpac Group’s environmental framework is

made up of:

• our Sustainability Strategy, which includes our

climate change and environmental targets;

• our Sustainability Risk Management Framework;

• our Climate Change Position Statement and Action

Plan;

• our positions on certain sensitive sectors;

• our Responsible Sourcing Code of Conduct and

Responsible Sourcing Program; and

• public reporting of our environmental performance.

We participate in a number of voluntary initiatives

including the Global Reporting Initiative (GRI), the

Sustainability Accounting Standards Board (SASB),

the Equator Principles, the Principles for Responsible

Banking, the Net-Zero Banking Alliance, the United

Nations Global Compact, the RE100, the Taskforce

on Nature-related Financial Disclosures (TFND) and

the Australian Government Climate Active Carbon

Neutral Standard for Organisations. We also review

our performance against a number of Environmental,

Social and Governance (ESG) benchmarks, including

Sustainalytics, MSCI ESG and ISS. We report our

climate disclosures based on the recommendations of

the Taskforce on Climate-Related Financial Disclosures

(TCFD).

The National Greenhouse and Energy Reporting Act

2007 (NGER) came into effect in September 2007. The

Group reports on greenhouse gas emissions, energy

consumption and production under the NGER for the

period 1 July through 30 June each year.

Our operations are not materially affected by any

other significant environmental regulation under any

law of the Commonwealth of Australia or of any State

or Territory of Australia. We may, however, become

subject to environmental regulation as a result of our

lending activities in the ordinary course of business and

we have policies in place to ensure that this potential

risk is addressed as part of our normal processes.

We are not aware of the Group incurring any material

liability (including for rectification costs) under any

environmental legislation.

Westpac’s sustainability disclosures are available in the

Strategic Review in Section 1 of this Annual Report (see

pages 34 to 43), and in our Sustainability Supplement.

Additional information about our environmental

performance, including information on our climate

change approach, details of our greenhouse gas

emissions profile and environmental footprint, and

progress against our environmental targets and carbon

neutral certification are available on our website

at https://www.westpac.com.au/about-westpac/

sustainability/.

6. Human rights disclosure

Westpac’s overall approach to human rights is set

out in our Human Rights Position Statement and

2023 Action Plan. This lays out the principles and

actions that guide our approach and commitment

to respecting human rights in our role as a financial

services provider, lender, purchaser of goods and

services, employer, and supporter of communities.

For example, our Responsible Sourcing Program,

including the Responsible Sourcing Code of Conduct

and risk assessment methodology is the primary

framework for identifying and addressing human rights

risk in our supply chain.

The Group is subject to the Commonwealth of

Australia’s Modern Slavery Act 2018 (Cth) and the

United Kingdom’s Transparency in Supply Chains

provisions under the Modern Slavery Act 2015.

As required under the Australian and UK legislation,

Westpac publishes an annual statement to disclose

the actions taken by the Group to assess and address

modern slavery risks within our operations and supply

chain. Westpac published its statement for the 2021

financial year in March 2022.

7. Rounding of amounts

Westpac is an entity to which ASIC Corporations

Instrument 2016/191 dated 24 March 2016, relating

to the rounding of amounts in directors’ reports and

financial reports, applies. Pursuant to this Instrument,

amounts in this Directors’ report and the accompanying

financial report have been rounded to the nearest

million dollars, unless indicated to the contrary.

8. Political engagement

In line with Westpac policy, no cash donations were

made to political parties during the financial year

ended 30 September 2022.

In Australia, political expenditure for the financial

year ended 30 September 2022 was $194,842.64.

This relates to payment for participation in legitimate

political engagement activities where they were

assessed to be of direct business relevance to Westpac.

Such activities include business observer programs

attached to annual party conferences, policy dialogue

forums and other political engagement activities, such

as speeches and events with industry participants.

In New Zealand, political expenditure for the financial

year ended 30 September 2022 was nil.

WESTPAC GROUP
2022 ANNUAL REPORT

69

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

9. Directors’ meetings

The Westpac Banking Corporation Board met 12 times during the year ended 30 September 2022. In addition,

Directors attended Board strategy sessions and special purpose committee meetings during the year.

The following table includes:

• Names of the Directors that held office at any time during, or since the end of, the financial year.

• The number of scheduled and unscheduled Board and Board Committee meetings held during the financial

year that each Director, as a member of the Board or Board Committee, was eligible to attend, and the number

of meetings attended by each Director.

The table excludes the attendance of those Directors who attended the Board Committee meetings of which they

are not a member.

Scheduled

meetings

Unscheduled

meetings

3

Risk

Legal,

Regulatory &

Compliance

4

AuditRemuneration

Nominations &

GovernanceTechnology

5

Held

1


At-

tend-

ed

2

Held

1

At-

tend-

ed

2

Held

1

At-

tend-

ed

2

Held

1

At-

tend-

ed

2

Held

1

At-

tend-

ed

2

Held

1

At-

tend-

ed

2

Held

1

At-

tend-

ed

2

Held

1

At-

tend-

ed

2

Director

John McFarlane

6

9933n/an/an/an/an/an/an/an/a55n/an/a

Peter King9933n/an/an/an/an/an/an/an/an/an/an/an/a

Nerida Caesar

7

9933n/an/a88n/an/an/an/an/an/a44

Audette Exel

8

993388n/an/an/an/an/an/an/an/a44

Michael Hawker

9

99337733n/an/an/an/a2244

Chris Lynch

10

993311n/an/a4477n/an/an/an/a

Peter Marriott

11

9933888844n/an/a2244

Peter Nash

12

9933883344n/an/a55n/an/a

Nora Scheinkestel

13

993388n/an/an/an/a99n/an/an/an/a

Margaret Seale

14

99338888n/an/a9955n/an/a

Former Director

Craig Dunn

15

222211n/an/an/an/a3322n/an/a

Steven Harker

16

n/an/a10n/an/a11n/an/a11n/an/an/an/a

1. The number of scheduled meetings held during the time the Director was a member of the Board or Board Committee.

2. The number of scheduled Board or Committee meetings that the Director attended as a member.

3. Out of cycle meetings normally called for a special purpose that do not form part of the Board’s forward agenda.

4. The Board Legal, Regulatory and Compliance Committee was recombined with the Board Risk Committee on 12 August 2022.

5. The Board Technology Committee was dissolved on 12 August 2022, with its responsibilities assumed by the Board Risk Committee

and the Board.

6. Chairman of the Board and Chairman of the Board Nominations & Governance Committee.

7. Retired as a member of the Board Legal, Regulatory and Compliance Committee and Board Technology Committee on 12 August

2022.

8. Member of the Board Risk Committee. Retired as a member of the Board Technology Committee on 12 August 2022.

9. Appointed as a member of the Board Risk Committee on 1 December 2021. Retired as a member of the Board Nominations &

Governance Committee and the Board Legal, Regulatory & Compliance Committee on 1 December 2021 and retired as Chairman of

the Board Technology Committee on 12 August 2022.

10. Member of the Board Audit Committee. Appointed as a member of the Board Remuneration Committee on 1 December 2021. Retired

as a member of the Board Risk Committee on 1 December 2021.

11. Chairman of the Board Risk Committee and member of the Board Audit Committee. Retired as a member of the Board Nominations

& Governance Committee on 1 December 2021 and the Board Legal, Regulatory & Compliance Committee and Board Technology

Committee on 12 August 2022.

12. Chairman of the Board Audit Committee and member of the Board Risk Committee and Board Nominations & Governance Committee.

Retired as a member of the Board Legal, Regulatory & Compliance Committee on 1 December 2021.

13. Member of the Board Risk Committee and Board Remuneration Committee. Appointed as Chairman of the Board Remuneration

Committee following the completion of the 2021 Annual General Meeting.

14. Member of the Board Risk Committee, Board Nominations & Governance Committee and Board Remuneration Committee. Retired as

Chairman of the Board Legal, Regulatory & Compliance Committee on 12 August 2022.

15. Retired as a Director following the completion of the 2021 Annual General Meeting.

16. Retired as a Director on 26 October 2021.

Directors’ report
Dear shareholders,

2022 has been significant for

Westpac. We have made good

progress on our strategic priorities,

lifted our core earnings and returned

over $7.8 billion to shareholders via

dividends and a share buy-back.

We have strengthened our position

by resolving outstanding regulatory

issues, exiting non-core businesses,

reducing costs and streamlining our

organisation.

However, we have not achieved

everything we set out to do and we

still lag peers on some important

performance measures, in particular

total shareholder return (TSR).

These are reflected in both short

term variable reward (STVR)

outcomes and long term variable

reward (LTVR) outcomes for the

CEO and Group Executives.

At the 2021 Annual General Meeting,

just over 30% of the votes cast by

shareholders were against the 2021

Remuneration Report which meant

we incurred a first strike.

In response, the Board

Remuneration Committee has

focused on:

1. Understanding the reasons for

the first strike and responding to

feedback;

2. Assessing remuneration

outcomes for the 2022 financial

year;

3. Assessing remuneration

changes for Directors and Group

Executives;

4. Pay equity; and

5. Considering future changes to

remuneration that meet the

expectations of shareholders,

executives and regulators.

1. First strike

The strike against the adoption of

the Remuneration Report was a

serious message for the Board from

shareholders. As the new Chair of

the Board Remuneration Committee,

I have spoken to many shareholders

and their advisers to understand

their concerns and where we could

do better.

Those that voted against could

not reconcile the results of our

performance with remuneration

outcomes and felt that remuneration

did not align to their experience as

shareholders.

We have therefore enhanced our

disclosures, expanded commentary

and improved our transparency.

We have worked hard to deliver on

the objectives of our remuneration

strategy – to align executive and

shareholder experience while also

providing the motivation that

variable award is designed to deliver

and to honour our contractual

obligations to our people.

2. Remuneration outcomes

Last year, our CEO received fixed

remuneration of $2.40 million and

STVR of $1.68 million, representing

70% of his target opportunity and

47% of his maximum opportunity.

The CEO's LTVR, which comprises

40% of his target package, did not

vest in 2021 as we failed to meet

the TSR and return on equity (ROE)

hurdles reflecting the Board's

stretch targets and the Group's

underperformance in recent years.

This year, our CEO's fixed

remuneration was increased by 4%

as a result of benchmarking against

his peers, which was foreshadowed

in last year’s Remuneration Report.

This is still less than what his two

predecessors were paid.

The CEO's 2022 STVR has been

determined at 78% of his target

opportunity or 52% of his maximum

opportunity and reflects the Board's

assessment of the Group STVR

Scorecard.

The LTVR again did not vest in 2022

given neither the TSR hurdle nor the

ROE hurdle were met.

We understand that shareholders

remain disappointed in our TSR – as

does the Board – but alignment is

delivered by the LTVR not vesting

for the CEO or Group Executives for

seven consecutive years.

Group performance assessment

We have made meaningful progress

on the Fix, Simplify and Perform

strategic priorities which we set two

years ago and which form the basis

of the Group STVR Scorecard.

Half of the Group STVR Scorecard

is weighted to Perform and the

other half is weighted to Fix

and Simplify. The Board and the

executive team firmly believe that

the Fix and Simplify aspects of our

strategic priorities are fundamental

to enabling us to deliver on the

Perform objective, and, in turn,

deliver sustainable returns for

shareholders.

Accordingly, the Board considers it

appropriate to recognise progress

against these priorities in the

determination of the Group STVR

outcome.

We also have formal STVR

Scorecard modifiers that take

into account risk and reputation

and people management and we

introduced environmental, social

and governance considerations

this year. The Board did not feel

Letter from

the Chair

of the Board Remuneration

Committee

Directors’ report

10. Remuneration Report

70WESTPAC GROUP 2022 ANNUAL REPORT

that any matters necessitated
changes to the Group STVR

Scorecard outcome, although there

were upward adjustments for two

Group Executives and a downward

adjustment to one other Group

Executive.

The Board believes the Group STVR

outcome of 78% of target or 52%

of maximum appropriately reflects

the progress made against our

strategic priorities of Fix, Simplify

and Perform, including improved

financial performance, as set out

below.

Fix

Within Fix, our major program to

lift our management of risk and risk

culture, titled Customer Outcomes

and Risk Excellence (CORE), is on

track.

We improved our management of

risk and risk culture, as evidenced

by targeted risk questions in our

employee surveys and we closed

out seven significant historical

regulatory matters with ASIC.

We have also made progress on our

financial crime capability, halved

the number of outstanding high

rated issues and closed out 14 major

customer remediations. While

new incidents have emerged, they

are fewer in number and of lower

severity. However, we remain vigilant

and have more to do.

Simplify

Within Simplify, we have announced

the sale of nine out of eleven

businesses identified for divestment

and we have completed the sale of

six major divestments.

We have consolidated or closed a

number of overseas offices and in

Australia, we finalised organisational

and management changes to

streamline our operations and

bring bankers and relevant support

functions closer to the customer.

We have simplified the business by

eliminating a further 181 products

and over 5 million customers

regularly use our online services.

While we have launched our digital

mortgage, we have not increased

our digital sales as a proportion of

total sales as planned. Specifically,

the broader digitisation of the

mortgage lending process is not yet

where we want it.

Perform

Within Perform, both cash earnings

and core earnings (excluding

notable items) were higher than

targets, including from better

growth and a reduction in expenses.

The strength of the balance sheet

was also retained, enabling us to

conduct a share buy-back and

increase dividends.

Business lending was strong but

mortgage growth and service

targets were not met. Customer

satisfaction has improved but our

net promoter scores remain below

those of peers and we have not

delivered the improvement planned.

We have continued to drive the

Group’s cultural change through

our culture reset program which

has delivered good progress over

the year. The Organisational Health

Index score of 75 was a strong result

given the significant organisational

change earlier in the year.

Further detail on performance

against all measures of the

Scorecard is set out in Section 3.5.

3. Remuneration changes for

Directors and Group Executives

Board fees

We reviewed the Board’s fees

relative to market and investor

expectations. As a result, we

reduced the Chairman’s base

fee from $913,999 to $850,000.

Reductions were also made to fees

for Committee Chairs and all other

Non-executive Directors.

In addition, in keeping with our

simplification objectives and

mirroring changes in executive

responsibilities, we rationalised two

Board Committees.

As a result, the total cost of the

Board will reduce by 10.5% on an

annualised basis.

Total target remuneration changes

In addition to the CEO's total target

remuneration increase for 2022, the

Board determined increases for two

other executives. Further detail is

contained in the report.

Minimum shareholding requirements

We revised the executive minimum

shareholding requirements to

remove unvested LTVR from the

calculation of shareholdings,

noting that sale restrictions apply

if requirements are not met. As

committed last year, the CEO has

not sold any shares this year.

We also increased the Chairman’s

minimum shareholding requirement

from one times the Non-executive

Director fee to one times the

Chairman’s fee, in line with peers.

4. Pay equity

We are committed to combining

workforce flexibility with pay equity.

Westpac’s pay principles are to pay

employees fairly and competitively

against the external market, based

on capability and experience.

We have finalised voting on our

new Australian 2023 Enterprise

Agreement with two thirds of

employees, who voted, voting yes.

The new Enterprise Agreement

provides employees with

competitive fixed pay increases in

2023 and 2024, while also providing

employees a pre-tax one-off

payment of $1,000 to help with

the current cost of living pressures.

Refer to the following page for

a summary of our Enterprise

Agreement arrangements.

We also continue our commitment

to gender pay equity. While there is

a difference in aggregate at some

levels, our aim continues to be that

there is no difference in pay equity

for people in similar roles across the

organisation. Over 2020 and 2021,

aside from our annual remuneration

review processes, we adjusted

salaries for 759 female employees

to address pay equity. Our policy

continues to be to take prompt

remedial action if we become aware

of a pay gap in like for like work.

Earlier this year, we removed

pay confidentiality clauses from

employee contracts, with a goal of

improving pay transparency and

building trust around pay.

5. Future direction of

remuneration

Our executive remuneration

structure for 2023 is unchanged. We

will continue to review our executive

remuneration structure and market

developments to ensure we remain

competitive with peers. We believe

we are well placed to implement

any necessary changes from 1

October 2023 in line with APRA's

new Prudential Standard CPS 511

Remuneration. We will consult with

stakeholders around any proposed

material changes.

On behalf of the Board, I encourage

you to read the report in full and we

welcome your feedback.

Nora Scheinkestel

CHAIR, BOARD REMUNERATION

COMMITTEE

71

WESTPAC GROUP

2022 ANNUAL REPORT

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

Directors’ report
Rewarding performance

in 2022

The 2022 Group STVR Scorecard outcome of 78% of

target or 52% of maximum opportunity (up from 47%

of maximum in 2021) recognises progress against our

strategic priorities.

There are a range of financial and non-financial

measures used to determine STVR. The CEO's average

STVR outcome since appointment is 33% of maximum

opportunity. The CEO's STVR was cancelled in 2020 as

part of collective accountability for the AUSTRAC matters.

Alignment with shareholders

The 2019 LTVR lapsed in full for the seventh consecutive year reflecting the underperformance of relative TSR and ROE

in recent years.

Reinforcing risk

behaviours

We believe that recognising and rewarding positive risk

behaviours and outcomes is as important as applying

consequences for poor risk behaviour.

313 employees received an increased variable reward

outcome for delivering exceptional risk outcomes.

There were 1,026 referrable code of conduct breaches

for employees based in Australia in 2022, of which 158

employees exited the business and 868 employees were

subject to formal disciplinary outcomes.

A balanced offer

for our people

Our new Australian 2023 Enterprise Agreement (EA)

provides competitive pay for eligible employees in 2023 and

2024, simpler terms and conditions and enhanced benefits.

An increase of 4% on 1 January 2023 for eligible employees

who earn up to $94,446 (Tier 1) – the largest group covered

by the EA pay increases. Plus a $1,000 one off cash

payment for most employees as part of helping with cost of

living pressures. This equates to a total benefit of 5.4% for

employees earning $70,000.

Over 2015 to 2021, we increased fixed pay for Tier 1 employees

by 19.75% while inflation over the same period was 10.9%.

Differentiating for

performance

25% to 60% of 25% to 60% of

maximum STVRmaximum STVR

We are building a culture of excellence and performance.

Competitive remuneration is required to attract the talent

needed to deliver on our strategic priorities.

The average Group Executive 2022 STVR outcome was

79% of target or 53% of maximum opportunity, with

outcomes ranging from 25% to 60% of maximum.

We focused on driving individual accountability through

specific measures in each of the Group Executive STVR

Scorecards designed to uplift overall performance. STVR

outcomes reflect progress against these measures.

Two Group Executives received upward adjustments using

the STVR Scorecard modifier for risk and reputation and

environmental, social and governance considerations.

One Group Executive received a downward adjustment to

their STVR outcome as a result of risk related matters.

0%

20%

40%

60%

80%

100%

CEO STVR outcome

0

2,000

4,000

6,000

10,000

8,000

Earnings ($m)

Cash earnings ($m)

Cash earnings excluding

notable items ($m)

CEO STVR outcome (% of maximum)

202020212022

CEO STVR outcome (% of target)

Core earnings excluding

notable items ($m)

Cash return on equity (%)

LTVR award (% vested)

0%

20%

40%

60%

100%

80%

0%

2%

4%

6%

8%

10%

12%

14%

LTVR award (% vested)

Cash return on equity

20182019202020212022

-60%

-20%

0%

20%

40%

80%

60%

Total shareholder return

Oct 17Oct 18Oct 19Oct 20Oct 21

Oct 22

Peer 1Peer 2Peer 3Westpac

-40%

72WESTPAC GROUP 2022 ANNUAL REPORT

Remuneration outcomes and highlights for 2022

Supporting organisational change
In 2022, we implemented further changes designed to

help simplify the bank, improve accountability and reduce

our cost base. Key initiatives included:

1. Lines of Business, bringing bankers

and support functions closer to the

customer

We implemented changes designed to reduce our cost

base, create a smaller more focused head office and

reduce the size of corporate functions.

We have further embedded the Lines of Business model

which means a single leader has end-to-end accountability

for a customer need, such as mortgages or business

lending.

Changes in Customer Services & Technology were made

to shift support functions to be closer to the customers

they serve. Services not directly facing the customer were

consolidated to enable greater focus on service excellence

and efficiency.

The Corporate Services Division was created to realise

the benefits of scale across common processes. Carolyn

McCann (Group Executive, Corporate Services) was

appointed to the new role. Her total target remuneration

was increased by 13% to reflect the additional scope and

accountability of her expanded role.

2. Restructuring the Risk Division

Progress on our financial crime program and strengthening

our risk management allowed us to consolidate financial

crime and compliance back within the Risk Division.

As a result, the roles of Chief Risk Officer and Group

Executive, Financial Crime, Compliance & Conduct were

combined.

Ryan Zanin was appointed Chief Risk Officer. His

appointment arrangements are as follows:

• Total target remuneration of $5.26 million¹ comprised of

32% fixed remuneration, 24% STVR and 44% LTVR.

• Pro rata 2022 LTVR grant.

• Buy out award

2

comprising cash components totalling

$1.05 million.

• Relocation benefits of $0.25 million.

David Stephen (former Chief Risk Officer) and Les Vance

(former Group Executive, Financial Crime, Compliance &

Conduct) received contractual entitlements

³

in line with

retrenchment. Their unvested equity remains on foot and

they were eligible for 2022 STVR on a pro rata basis.

Other decisions to

support our business

CEO, Westpac New Zealand

Catherine McGrath was appointed Chief Executive Officer,

Westpac New Zealand. Her appointment arrangements are

as follows:

• Total target remuneration of NZ$3.65 million comprised

of 26% fixed remuneration, 26% STVR and 48% LTVR.

• Pro rata 2022 LTVR grant.

Aligning with market benchmarks

As referenced in the 2021 Report, a total target

remuneration increase of 4% for 2022 was approved for

Michael Rowland (Chief Financial Officer) following a

market review.

1. Includes the increase to the superannuation guarantee rate from 10.0% to 10.5% effective 1 July 2022.

2. Provided to compensate external hires for remuneration foregone from their previous employer upon resignation to join Westpac.

Awards reflect the vesting profile at the previous employer and are subject to continued service and adjustment.

3. Refer to Section 5.4 for an overview of employment agreements including termination provisions.

3. Streamlining Board Committees

The Board reviewed its Committee structure and made the

following changes:

• The Board Legal, Regulatory and Compliance

Committee was combined with the Board Risk

Committee which mirrors the changes in executive

responsibilities described previously.

• The Board Technology Committee was dissolved and

the agenda will be addressed by the full Board as the

Board considers technology to be core to strategy.

In addition, fees were benchmarked and it was decided

that reductions were appropriate.

The Chairman's fee has been reduced from $913,999

to $850,000. Non-executive Director base fees and

Committee Chair fees were also reduced. Details are set

out in Section 6.2. The total cost of the Board as a result

of the changes will be reduced by 10.5% on an annualised

basis.

73

WESTPAC GROUP

2022 ANNUAL REPORT

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

Directors’ report
Remuneration Report

Contents

1. Key Management Personnel75

2. Summary of the 2022

executive remuneration framework

76

3. 2022 remuneration outcomes and

alignment to performance

78

4. Further detail on the executive variable

reward structure

83

5. Remuneration governance85

6. Non-executive Director remuneration87

7. Statutory remuneration details88

74WESTPAC GROUP 2022 ANNUAL REPORT

75
WESTPAC GROUP

2022 ANNUAL REPORT

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

1. Key Management Personnel

The remuneration of KMP is disclosed in this Report. Disclosures related to former KMP that ceased in 2021 are

included in the 2021 Annual Report.

KMP is defined as those persons having authority and responsibility for planning, directing and controlling the

activities of an entity, directly or indirectly, including any director (whether executive or otherwise) of that entity.

NamePositionTerm as KMP

Managing Director & Chief Executive Officer

Peter KingManaging Director & Chief Executive OfficerFull Year

Group Executives1

Scott Collary

2

Group Executive, Customer Services & TechnologyFull Year

Chris de BruinChief Executive, Consumer & Business BankingFull Year

Carolyn McCann

3

Group Executive, Corporate ServicesFull Year

Catherine McGrathChief Executive Officer, Westpac New ZealandCommenced on 15 November 2021

Anthony MillerChief Executive, Westpac Institutional BankFull Year

Christine ParkerGroup Executive, Human ResourcesFull Year

Michael RowlandChief Financial OfficerFull Year

Jason Yetton

4

Chief Executive, Specialist BusinessesFull Year

Ryan Zanin

5

Chief Risk OfficerCommenced on 19 April 2022

Former Group Executives

Simon PowerActing Chief Executive Officer, Westpac New ZealandCeased on 14 November 2021

David StephenChief Risk OfficerCeased on 28 April 2022

Les VanceGroup Executive, Financial Crime, Compliance & ConductCeased on 28 April 2022

Current Non-executive Directors

John McFarlaneChairmanFull Year

Nerida CaesarDirectorFull Year

Audette Exel AODirectorFull Year

Michael Hawker AMDirectorFull Year

Chris LynchDirectorFull Year

Peter MarriottDirectorFull Year

Peter NashDirectorFull Year

Nora ScheinkestelDirectorFull Year

Margaret SealeDirectorFull Year

Former Non-executive Directors

Craig DunnDirectorRetired on 15 December 2021 following

completion of the 2021 Annual General

Meeting

Steven HarkerDirectorRetired on 26 October 2021

1. References to Group Executives in this Report refer to Group Executives who are in KMP roles.

2. Scott Collary’s title was changed from Chief Operating Officer to Group Executive, Customer Services & Technology on 1 March 2022.

Scott’s total target remuneration was not changed.

3. Carolyn McCann's title was changed from Group Executive, Customer & Corporate Relations to Group Executive, Corporate Services

on 3 February 2022.

4. Jason Yetton’s title was changed from Chief Executive, Specialist Businesses & Group Strategy to Chief Executive, Specialist

Businesses on 8 November 2021. Jason’s total target remuneration was not changed.

5. Ryan Zanin commenced as a Group Executive on 19 April 2022 and assumed responsibility as Chief Risk Officer on 29 April 2022. This

role combined the Chief Risk Officer and the Group Executive, Financial Crime, Compliance & Conduct roles that were previously held

by David Stephen and Les Vance, respectively, both of whom ceased on 28 April 2022.

76WESTPAC GROUP 2022 ANNUAL REPORT
Directors’ report

2. Summary of the 2022 executive remuneration framework

Our purpose and strategy are supported by our remuneration strategy, principles and frameworks.

Westpac’s purpose and strategy

Westpac’s purpose is to help Australians and New Zealanders succeed. Our strategy seeks to deliver on

our purpose by building deep and enduring customer relationships, being a leader in the community,

being a place where the best people want to work and, in so doing, delivering sustainable returns for

shareholders.

In delivering our strategy, we have three priorities that help guide our activities:

• Fix;

• Simplify; and

• Perform.

Remuneration strategy

Westpac’s remuneration strategy is designed to attract and retain talented employees by rewarding

them for achieving high performance and delivering superior long-term results for our customers and

shareholders, while adhering to sound risk management and governance principles.

Remuneration principles

The remuneration strategy is underpinned by the following principles:

• align remuneration with customer and shareholder interests;

• support an appropriate risk culture and employee conduct;

• differentiate pay for behaviour and performance in line with our strategy and purpose;

• provide market competitive and fair remuneration;

• enable recruitment and retention of talented employees;

• provide the ability to risk-adjust remuneration; and

• be simple, flexible and transparent.

Executive remuneration framework

Fixed remunerationSTVRLTVR

Purpose

Attract and retain high quality

executives through market

competitive and fair remuneration.

Ensure a portion of remuneration is variable,

at-risk and linked to the delivery of agreed

targets for financial and non-financial

measures that support Westpac’s strategic

priorities. The STVR outcome can range

from 0% to 100% of target depending on

performance relative to targets agreed at

the beginning of the year, or exceed 100%

(up to a maximum of 150% of target) when

exceptional performance is achieved.

Align executive accountability

and remuneration with

the long-term interests of

shareholders by rewarding the

delivery of sustained Group

performance over the long

term.

Delivery

Comprises cash salary,

salary sacrificed items and

superannuation contributions.

Awarded in cash (50%) and restricted

shares

1

(50%) based on an assessment

of performance over the preceding year.

Restricted shares vest in equal portions after

one and two years subject to continued

service and adjustment.

Awarded in performance

share rights which vest after

four years subject to the

achievement of a relative TSR

performance hurdle, continued

service and adjustment.

Alignment to performance

Set with reference to market

benchmarks in the financial

services industry in Australia

and globally as well as the size,

responsibilities and complexity

of the role, and the skills and

experience of the executive.

Individual performance impacts

fixed remuneration adjustments.

Performance is assessed using a scorecard

comprising:

• a values and behaviours assessment

against Westpac's values;

• financial and non-financial measures linked

to Westpac’s key strategic priorities; and

• a modifier to support the adjustment of

the outcome, upwards or downwards

(including to zero), for risk and reputation,

people management, environmental, social

and governance considerations and any

other matters as determined by the Board.

Performance is assessed

against relative TSR which

is a comparative measure

of Westpac’s performance

(measured over four years)

relative to a group of Australian

financial services companies.

Alignment to shareholders

Minimum shareholding requirements

²


equivalent to five times annual

fixed remuneration excluding

superannuation for the CEO and $1.2

million for Group Executives. These

requirements must be satisfied within

five years of appointment.

Half of the STVR award is deferred into

equity for a period of up to two years to

support alignment with shareholders over

the medium term.

The LTVR is delivered in

equity and the relative TSR

performance hurdle is aligned

to long-term shareholder

returns and value creation.

1. The Group Executive outside of Australia receives deferred STVR as unhurdled share rights.

2. Revised minimum shareholding requirements are effective from 1 October 2022. Refer to Section 5.2 for further detail.

77
WESTPAC GROUP

2022 ANNUAL REPORT

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

2.1. Risk

Westpac’s remuneration arrangements are designed and managed to support effective risk management, the

generation of appropriate risk-based returns and the risk profile associated with our businesses which incorporate

products with varying complexity and maturity profiles.

• Remuneration outcomes: The performance of the Group and each Division is reviewed and measured with

reference to how risk is managed in line with Westpac’s Risk Appetite Statement and the results influence

remuneration outcomes. The key risks that are considered include strategic risk, risk culture, operational risk,

compliance and conduct, financial crime, cyber risk, reputational and sustainability risk, capital adequacy,

funding and liquidity risk, credit risk and market risk. In addition, STVR outcomes are influenced by relevant

risk-related matters through the Board’s application of the Scorecard modifier, which is informed by risk and

compliance input independent of the business or functional area.

• Variable reward pool: The Board determines the size of the variable reward pool each year. This is based

on the Group’s performance for the year and the variable reward opportunity across the workforce and

a discretionary overlay to reflect quality of performance and/or exceptional circumstances. Non-financial

measures are reflected in both the Group’s performance and the overlay, which includes talent retention and

market competitiveness considerations.

• Mandatory risk and compliance requirements: Individuals are only eligible to receive a fixed remuneration

increase, STVR and LTVR where an individual has satisfied minimum requirement gates which require that

behaviours are in line with Westpac’s values and code of conduct and that the individual has met the risk and

compliance requirements for their role and business.

• Remuneration adjustments for prior period matters: The Board may adjust all forms of unvested deferred

variable reward downward, including to zero, for matters arising from a prior period if circumstances or

information come to light which mean that in the Board’s view all or part of the award was not appropriate.

Having decided that a downward adjustment is appropriate and determined the amount of any adjustment,

typically the Board will first apply that adjustment against the STVR for the current performance period. In

instances where an adjustment to current year STVR is insufficient or unavailable, the Board may apply the

adjustment to unvested deferred variable reward. Clawback provides an additional mechanism to recover

vested deferred variable reward in certain limited circumstances for awards made in respect of performance

periods commencing on or after 1 October 2019. It is the Board’s current intention that clawback will only be

considered for relevant conduct that occurred on or after 1 October 2019.

2.2. 2022 target remuneration mix

1

30% fixed

remuneration

15% STVR

(cash component)

15% STVR

(deferred

component)

40% LTVR

Chief Executive Ocer


26% fixed

remuneratio

n

13% STVR

(cash component

)

13% STVR

(deferred

component)

48% LTVR

Group Executives

2

1. Based on target STVR and LTVR (face value). Variation in the target remuneration mix by individual may apply.

2. Excludes Control Function Group Executives with a target remuneration mix generally comprised of 32% fixed remuneration, 24%

STVR and 44% LTVR. This applies to the Group Executive, Corporate Services, the Group Executive, Human Resources, the Chief

Financial Officer and the Chief Risk Officer.

2.3. Timeline of potential remuneration

20232024202520262022

Date eligible for vesting

Date granted

Date paid

Cash STVR award (50%)

Fixed remuneration

LTVR award subject to relative TSR performance (100%) – measured over 4 years

Deferred STVR award (25%)

Deferred STVR award (25%)

78WESTPAC GROUP 2022 ANNUAL REPORT
Directors’ report

3. 2022 remuneration outcomes and alignment to performance

3.1. Snapshot of 2022 remuneration outcomes

2022

STVR

The CEO's 2022 STVR outcome based on the Group STVR Scorecard was 78% of target or 52% of the

maximum opportunity.

The average 2022 STVR outcome for Group Executives based on their individual STVR Scorecards

was 79% of target or 53% of the maximum opportunity, with outcomes ranging from 25% to 60% of

maximum. The average outcome for 2022 was up from the 2021 average of 48% of maximum.

Further detail on performance and individual outcomes is set out in Section 3.5 (2022 Group STVR

Scorecard) and Section 3.6 (Variable reward awarded for 2022).

2019

LTVR

There is a zero vesting outcome under Westpac’s LTVR plan for the CEO and Group Executives in

2022. The performance hurdles, comprising relative TSR and cash ROE

1

, were not achieved and the

2019 LTVR award lapsed in full reflecting the stretch targets.

The table below shows the vesting outcome for the 2019 LTVR awarded to the CEO and Group

Executives that reached the end of its performance period in 2022.

Performance

hurdle

Performance

start dateTest date

Performance range

Outcome% Vested% Lapsed

ThresholdMaximum

TSR

(50% of

award)

1 October

2018

1 October

2022

Equal to

composite

TSR index

Exceeds

composite

TSR index² by

21.55

(i.e. 5% CAGR

3)

Westpac:

-11.08%

Index:

8.23%

0%100%

ROE

(50% of

award)

1 October

2018

1 October

2021

4

13.00%14.00%7.31%0%100%

1. Cash ROE is return on equity on a cash earnings basis. Cash earnings is not prepared in accordance with Australian accounting

standards and has not been subject to audit. Refer to Note 2 to the Financial Statements for a description of cash earnings.

2. The composite TSR index is comprised of a group of 10 companies with more weight placed on the three other major Australian banks.

3. Compound annual growth rate.

4. The cash ROE hurdled performance share rights reached the end of their performance period on 30 September 2021 and were subject

to an additional one year holding lock through to 30 September 2022.

3.2. Group performance

The table below summarises Group key performance indicators and variable reward outcomes over the last five

years.

Years ended 30 September

20222021202020192018

CEO STVR outcome (% of maximum)52%47%0%0%52%

CEO STVR outcome (% of target)78%70%0%0%78%

Average Group Executive STVR outcome (% of maximum)53%48%0%37%58%

Average Group Executive STVR outcome (% of target)79%73%0%56%87%

LTVR outcome (% vested)0%0%0%0%0%

Cash earnings

1

($m)5,2765,3522,6086,8498,065

Cash earnings (excluding notable items) ($m)6,5686,9535,2277, 9798,346

Net profit attributable to owners of WBC ($m)5,6945,4582,2906,7848,095

TSR – three years(15.92%)1.18%(35.43%)15.33%8.27%

TSR – five years(13.82%)10.34%(27.87%)14.58%25.67%

Dividends per Westpac share (cents)12511831174188

Cash earnings per Westpac share

1

$1.48$1.46$0.73$1.98$2.36

Share price – high$26.44$27.12$29.81$30.05$33.68

Share price – low$18.80$16.51$13.47$23.30$27.24

Share price – close$20.64$26.00$16.84$29.64$27.93

1. Cash earnings is not prepared in accordance with Australian accounting standards and has not been subject to audit. Refer to Note 2

to the Financial Statements for a description of cash earnings.

79
WESTPAC GROUP

2022 ANNUAL REPORT

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

3.3. Total realised remuneration – Chief Executive Officer and Group Executives

The table below details the actual remuneration paid

1

and equity that vested

2

in 2022 and 2021. This table is not

prepared in accordance with Australian accounting standards.

Fixed

remuneration

Cash STVR

payments

Vesting of

prior year

deferred STVR

awards

Vesting of

prior year

LTVR awards

Total realised

remuneration

Prior year

LTVR lapsed

Name$$$$$$

Managing Director & Chief Executive Officer

Peter King, Managing Director & Chief Executive Officer

20222,505,037 975,000 419,839 - 3,899,876 1,925,747

20212,403,149 840,000 169,680 - 3,412,829 2,043,148

Group Executives

Scott Collary, Group Executive, Customer Services & Technology

20221,233,073 520,500 222,174 - 1,975,747 -

20211,123,350 444,500 - - 1,567,850 -

Chris de Bruin, Chief Executive, Consumer & Business Banking

20221,308,568 546,000 233,676 - 2,088,244 -

2021941,648 467,500 - - 1,409,148 -

Carolyn McCann, Group Executive, Corporate Services

2022975,916 324,500 142,456 - 1,442,872 1,043,742

2021901,181 285,000 101,083 - 1,287,264 318,535

Catherine McGrath, Chief Executive Officer, Westpac New Zealand

3

2022799,221 318,974 - - 1,118,195 -

2021-------------------------------------------- Not a KMP in 2021 ------------------------------------

Anthony Miller, Chief Executive, Westpac Institutional Bank

20221,182,743 416,500 195,929 - 1,795,172 -

20211,122,518 392,000 - - 1,514,518 -

Christine Parker, Group Executive, Human Resources

20221,006,590 356,000 159,939 - 1,522,529 1,534,558

20211,001,312 320,000 163,708 - 1,485,020 1,628,097

Michael Rowland, Chief Financial Officer

20221,262,539 394,500 202,433 - 1,859,472 -

20211,201,574 405,000 - - 1,606,574 -

Jason Yetton, Chief Executive, Specialist Businesses

20221,182,743 527,500 308,396 - 2,018,639 -

20211,177,574 617,000 - - 1,794,574 -

Ryan Zanin, Chief Risk Officer

3

2022767,034 228,000 - - 995,034 -

2021-------------------------------------------- Not a KMP in 2021 ------------------------------------

Former Group Executives

Simon Power, Acting Chief Executive Officer, Westpac New Zealand

3

202289,601 - 42,975 - 132,576 -

2021200,897 82,066 - - 282,963 -

David Stephen, Chief Risk Officer

3

20221,039,884 148,500 219,414 - 1,407,798 1,904,124

20211,802,362 439,000 242,181 - 2,483,543 4,788,645

Les Vance, Group Executive, Financial Crime, Compliance & Conduct

3

2022577,713 158,500 139,194 - 875,407 -

2021959,331 278,500 - - 1,237,831 -

1. Excluding contractual provisions relating to termination.

2. Equity that vested in October 2022 is included in the 2022 figures. Equity that vested in October 2021 is included in the 2021 figures.

The value of deferred STVR and LTVR is based on the number of restricted shares or share rights multiplied by the five day volume

weighted average price (VWAP) up to and including the scheduled date of vesting, forfeiture or lapse (as relevant). The value of

equity differs from the disclosure in Section 7.

3. The information relates to the period the individual was a KMP. Refer to Section 1 for further details.

3.4. Buy out awards paid or vested during 2022

In addition, the following buy out awards were paid or vested under the restricted share plan during the year:

• Chris de Bruin had 10,834 restricted shares vest in April 2022;

• Anthony Miller had deferred cash payments of $246,160 and $685,060 made in February 2022 and March

2022 respectively, 12,772 restricted shares vest in February 2022 and 31,900 restricted shares vest in March

2022; and

• David Stephen had 6,552 restricted shares vest in March 2022.

80WESTPAC GROUP 2022 ANNUAL REPORT
Directors’ report

Strategic

priorityMeasureOutcomeCommentary

Fix

(30%)

Deliver our CORE program

100%n/an/a

100% of design activities complete, 87%

implemented and 32% of embed activities

completed.

Improve risk management

measures

3.534

Enterprise Risk Management rating improved from

'Needs Improvement' (3.33) to 'Effective' (3.62).

Simplify

(20%)

Exit non-core businesses

767+

6 major divestments completed.

Address complexity for our

customers by reducing products

12251

172

181 products closed which met stretch

performance.

Transform using digital and data to

improve the customer experience

% of digital sales and

digitally active customers

The number of 30 day digitally active customers

was at stretch however the proportion of digitally

initiated sales was at threshold.

Perform

(50%)

Enhance returns and optimise

capital:

• Cash earnings (excluding

notable items)

-5%+5%$6.36bn

$6.57bn which was above target.

• Core earnings (excluding

notable items)

-5%+5%$9.58bn

$9.73bn which was above target.

• Return on tangible equity

(excluding notable items)

-5%+5%10.3%

10.6% which was above target.

• Cost base target for 2022

(excluding notable items)

+2%-2%$9.98bn

$10.17bn which was at threshold performance.

Growth in core markets:

• Australian mortgages

0.8x1x>1x

Growth was below threshold at 0.5x major bank

system growth.

• Australian business lending

0.8x1x>1.1x

Growth was at stretch at 1.1x major bank system

growth.

Customer service:

• Net promoter scores

Close the gap to major banks

Consumer and Business net promoter scores did

not close the gap to major bank average and were

below threshold.

• Mortgage first party time-to-

right

8<710

Mortgage first party time-to-right improved and

met stretch performance at 6.4 days.

• Business lending time-to-

decision

1012<8

Business lending time-to-decision did not meet

threshold and was at 14.9 days.

People, capability and culture

including risk culture

747576

Organisational Health Index score met the target of

75 (up from 74).

3.5. 2022 Group STVR Scorecard

The Group’s priorities are set out in the Group Scorecard, which forms part of the CEO’s Scorecard. Common

elements appear in Group Executive Scorecards together with individual objectives reflecting Divisional measures.

The weighting of the Fix strategic priority across all Scorecards was agreed with APRA.

A summary of the performance assessment is provided below and is designed to be read over two pages.

Individual measures have been assessed against a 'Threshold', 'Target' and 'Stretch' rating scale as outlined in the

key. Each strategic priority has also been assessed in totality using the same key.

Key:

Threshold

50-75%

Stretch

100-125%

Target

75-100%

81
WESTPAC GROUP

2022 ANNUAL REPORT

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

Performance assessment

The CORE program is on track as confirmed by Promontory’s seventh report. We halved the number of outstanding high rated issues.

Financial crime capability continues to mature with upgrades to systems and the control environment. We closed out seven significant

historical matters with ASIC and 14 major customer remediation programs. The liquidity matter with APRA was resolved and the liquidity

overlay was removed. Sufficient progress was achieved with RBNZ to reduce the overlay to approximately 7% for Westpac New Zealand.

In contrast to last year when a number of major risk incidents arose, 2022 has seen fewer and lower severity incidents than last year. Risk

culture measures as tested through organisation wide surveys have shown improvements.

Overall, while these measures demonstrate progress, we still have room to improve and this been reflected in the overall outcome.

We assessed the Fix priority at 82.5% of target and 55% of maximum, compared to 60% of target last year.

Three further sales were completed in 2022 and we signed agreements for the divestment of BT Super and Advance Asset Management.

All steps required to close the Hong Kong, Shanghai and Beijing branches were completed and we await regulatory approval.

Following the successful roll out of the Westpac App to iOS (2021) and Android (2022), we achieved a stretch outcome with over 5

million 30 day digitally active customers (being those customers with at least 1 successful digital log in, in the last 30 days).

The proportion of digitally initiated sales only achieved threshold given a higher number of customers continued to attend branches. We

will continue to invest in digital initiatives.

Overall, we are becoming a simpler bank with a more focused portfolio which reduces risk and improves the cost base for the

organisation.

We assessed the Simplify priority at 80% of target and 53% of maximum, compared to 85% of target last year.

Financials: Cash earnings and core earnings (excluding notable items) were higher than targets. Notable items totalled $1.29bn of which

the largest item was associated with the sale of Life Insurance at $1.1bn. The loss was announced to the market last year and considered

at the time of setting targets. The sale of the Life Insurance business was a strategic decision supported by the Board and its finalisation

added 17 basis points to the Group's CET1 capital ratio.

Core earnings, which reflects the underlying business before impairment charges were up 6% over the year. Excluding notable items and

the impact of sold businesses, core earnings were up 8%. The strength of the balance sheet was also retained, enabling us to conduct a

share buy-back and increase dividends. Return on tangible equity was above target reflecting earnings.

The cost to income ratio was reduced from 63% to 55%. Performance against the cost base target was only at threshold as risk and

regulatory compliance costs, particularly in New Zealand, were higher than planned.

Growth: Australian business and institutional lending was strong (up 15%) but mortgage growth targets were not met.

Customer service: Over the year we delivered important digital capability, including improvements to our Westpac mobile app. Consumer

net promoter scores saw some improvement however this was not enough to close the gap to our competitors. Business saw a

deterioration in net promoter scores and we have made further changes to improve customer outcomes.

Mortgage first party time-to-right has improved through increasing operational capacity and simplifying policy and processes. Business

lending time-to-decision has improved but we did not meet our target, due to increased application volumes, deal complexity and

compliance related changes.

Organisational Health Index: We have continued to drive the Group’s cultural transformation through our culture reset program which has

delivered good progress over the year. The Organisational Health Index score of 75 (up from 74 last year) was a strong result given the

significant organisational changes earlier in the year.

Overall, earnings were higher than targets, costs were at threshold and we delivered good progress on our cultural transformation.

However, we had mixed performance on growth in core markets and we did not close the gap on customer service.

We assessed the Perform priority at 75% of target and 50% of maximum, compared to 70% of target last year.

Overall Group Scorecard performance assessment78% of target

52% of maximum

Modifier: The STVR Scorecard modifier takes into account risk and reputation, people management and

environmental, social and governance considerations. This year, the Board noted progress in these areas

however, it felt that this did not necessitate changes to the overall outcome.

No adjustment at the

Group level¹

Adjusted Group Scorecard performance assessment78% of target

52% of maximum

1. Two Group Executives received upward adjustments using the STVR Scorecard modifier for risk and reputation and environmental,

social and governance considerations. One Group Executive received a downward adjustment to their STVR outcome as a result of risk

related matters.

82WESTPAC GROUP 2022 ANNUAL REPORT
Directors’ report

3.6. Variable reward awarded for 2022

The table below shows the variable reward awarded to the CEO and Group Executives for 2022, including:

• STVR outcomes for 2022 (including the cash and deferred equity components); and

• equity granted under the 2022 LTVR plan. The 2019 LTVR did not vest in 2022. The 2022 LTVR grants shown

at face value in the table below will be tested on 1 October 2025.

The final value of equity received will depend on the share price at the time of vesting and the number of

restricted shares or share rights that vest subject to performance hurdles (where applicable), continued service

and remuneration adjustments.

The value of equity differs from the disclosure in Section 7 which provides the annualised accounting value for

unvested equity awards prepared in accordance with Australian accounting standards.

2022 STVR award

2022 LTVR

award

Name

Target

STVR

opportunity

(pro rata)

($)

Maximum

STVR

opportunity

(pro rata)

($)

STVR

outcome

(% of

target)

STVR

outcome

(% of

maximum)

STVR

outcome

1


($)

Maximum

STVR

foregone

($)

Face value

2


(pro rata)

($)

Managing Director & Chief Executive Officer

Peter King 2,500,000 3,750,000 78%52% 1,950,000 1,800,000 3,250,000

Group Executives

Scott Collary

Group Executive, Customer Services &

Technology 1,225,000 1,837,500 85%57% 1,041,000 796,500 2,250,000

Chris de Bruin

Chief Executive, Consumer & Business

Banking 1,300,000 1,950,000 84%56% 1,092,000 858,000 2,400,000

Carolyn McCann

Group Executive, Corporate Services 729,178 1,093,767 89%59% 649,000 444,767 1,335,205

Catherine McGrath

3

Chief Executive Officer, Westpac New

Zealand 769,045 1,153,568 83%55% 637,948 515,620 1,416,456

Anthony Miller

Chief Executive, Westpac Institutional Bank 1,175,000 1,762,500 71%47% 833,000 929,500 2,150,000

Christine Parker

Group Executive, Human Resources 800,000 1,200,000 89%59% 712,000 488,000 1,562,000

Michael Rowland

Chief Financial Officer 950,000 1,425,000 83%55% 789,000 636,000 1,740,000

Jason Yetton

Chief Executive, Specialist Businesses 1,175,000 1,762,500 90%60% 1,055,000 707,500 2,150,000

Ryan Zanin

3

Chief Risk Officer 569,589 854,384 80%53% 456,000 398,384 1,044,247

Former Group Executives

Simon Power

3

Acting Chief Executive Officer, Westpac New

Zealand 92,765 139,147 - - - 139,147 -

David Stephen

3

Chief Risk Officer 776,712 1,165,068 38%25% 297,000 868,068 2,559,375

Les Vance

3

Group Executive, Financial Crime,

Compliance & Conduct 428,630 642,945 74%49% 317,000 325,945 1,355,000

Average Group Executive STVR outcome79%53%

1. Two Group Executives received upward adjustments using the STVR Scorecard modifier for risk and reputation and environmental,

social and governance considerations. One Group Executive received a downward adjustment to their STVR outcome as a result of risk

related matters.

2 Calculated by multiplying the number of rights by the five day VWAP up to the commencement of the performance period. The five

day VWAP was $25.51 for awards made in December 2021, March 2022 and May 2022.

3. The information relates to the period the individual was a KMP. Refer to Section 1 for further details.

83
WESTPAC GROUP

2022 ANNUAL REPORT

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

4. Further detail on the executive variable reward structure

This section provides further details of the 2022 STVR and LTVR plans.

4.1. Short term variable reward

The table below sets out the key design features of the 2022 STVR plan.

Short term variable reward plan

Plan structure50% of STVR is awarded in cash and 50% is deferred into equity in the form of restricted shares (or unhurdled share

rights for the Group Executive based outside of Australia).

One restricted share provides the holder with one ordinary share at no cost subject to trading restrictions until the

time of vesting.

One unhurdled share right entitles the holder to one ordinary share at the time of vesting with no exercise cost.

Dividends are paid on restricted shares from the grant date.

Target and

maximum

opportunity

The target opportunity for the CEO and Group Executives is expressed as a percentage of fixed remuneration. The

target opportunity is set by the Board following recommendation from the Board Remuneration Committee which

considers a range of factors including market competitiveness and the nature of the role.

Target STVRMaximum STVR

0%100%150%

Remuneration at-risk

Westpac’s STVR is designed to award the target opportunity

on delivery of agreed targets for financial and non-financial

measures that support Westpac’s strategic priorities. It is

possible for the outcome to fall below the target amount, and

attract some reward for threshold performance, depending on

performance relative to targets agreed at the beginning of the

year.

Reward for exceptional

performance

There is the possibility to

award up to a maximum of

150% of the STVR target

in circumstances where

exceptional outcomes are

achieved that are also in line

with the Group’s risk appetite

and where an individual

has acted in a manner that

exemplifies the encouraged

behaviours.

Performance

measures

STVR awards are determined based on performance against a scorecard which is designed to align with shareholder

interests by setting stretching measures and seeks to ensure that our customers’ and employees’ needs are met and

appropriate risk settings are maintained.

The STVR Scorecard is split into three sections:

• Values and behaviours assessment: Consideration of the degree to which individuals have demonstrated

Westpac's values of 'Helpful, Ethical, Leading change, Performing and Simple';

• Focus areas: Performance is assessed against financial and non-financial measures that are imperative to

supporting the effective execution of Westpac’s strategy; and

• Modifier: The Board and Board Remuneration Committee recognise that performance measures may not always

appropriately reflect overall performance of the Group. The modifier supports adjustment of the outcome,

upwards or downwards (including to zero), for risk and reputation, people management, environmental, social

and governance considerations and any other matters that the Board feels are not fully reflected in the focus

areas.

Further information on the 2022 Group STVR Scorecard is provided in Section 3.5.

Deferred STVR awards recognise past performance and are subject to continued service and adjustment.

Deferral period50% of STVR is deferred into equity for a period of up to two years, which aligns executive remuneration with

shareholder interests and acts as a retention mechanism. The deferral period also allows the Board to apply

discretion to reduce deferred components where necessary.

Deferred STVR vests in equal portions after one and two years, subject to continued service and adjustment.

Delayed vestingThe Board has discretion (subject to law) to delay vesting of equity-based awards if the individual is under

investigation for misconduct, the subject of, or implicated in legal or regulatory proceedings, if the Board is

considering an adjustment or if otherwise required by law.

Remuneration

adjustments

for prior period

matters

The Board has discretion to adjust current year STVR.

The Board may also adjust unvested deferred STVR downwards, including to zero, if circumstances or information

come to light which mean that in the Board’s view all or part of the award was not appropriate. The Board

will typically apply the adjustment to unvested STVR where an adjustment to current year STVR is considered

insufficient or unavailable.

Clawback applies, to the extent legally permissible and practicable, to deferred STVR awarded in respect of

performance periods commencing on or after 1 October 2019 for up to seven years from the date of grant. Clawback

may occur in circumstances of serious or gross misconduct, fraud, bribery, severe reputational damage, and any

other deliberate, reckless or unlawful conduct that may have a serious adverse impact on Westpac, its customers or

its people which has resulted in dismissal or the Board considers at its discretion would have justified the dismissal

of the relevant executive or where otherwise required by law. It is the Board’s current intention that clawback will

only be considered for relevant conduct that occurred on or after 1 October 2019.

Changes for 2023There are no changes to STVR for 2023.

84WESTPAC GROUP 2022 ANNUAL REPORT
Directors’ report

4.2. Long term variable reward

The table below sets out the key design features of the 2022 LTVR plan awarded in December 2021.

Long term variable reward plan

Plan structureLTVR is awarded in performance share rights which vest after four years subject to the achievement of performance

hurdles, continued service and adjustment. One performance share right entitles the holder to one ordinary share at

the time of vesting with no exercise cost. Dividends are not accumulated on performance share rights.

Award

opportunity

The value of LTVR awarded to the CEO and Group Executives is expressed as a percentage of fixed remuneration.

The value of LTVR is set by the Board following recommendation from the Board Remuneration Committee which

considers a range of factors including market competitiveness and the nature of the role.

The face value of the LTVR opportunity for the CEO for 2022 is 129% of fixed remuneration

1

, and the face value of

LTVR opportunities for the Group Executives range between 137% and 184% of fixed remuneration

1

.

Allocation

methodology

The number of performance share rights each executive receives will be determined by dividing the dollar value

of the LTVR award by the face value of performance share rights. The face value is the five day VWAP up to the

commencement of the performance period (which is 1 October 2021 for the 2022 LTVR grant).

Performance

hurdle

LTVR is subject to a relative TSR performance hurdle that aims to achieve long term growth in shareholder value and

support alignment between executive reward and shareholder interests. Relative TSR is a measure of the total return

delivered to shareholders over the performance period assuming dividends are reinvested, relative to that of peers.

The performance hurdle measures Westpac’s TSR performance against eight Australian financial services companies

using a percentile ranking vesting schedule as outlined below.

Westpac’s TSR performance Indicative vesting percentage

At the 75th percentile or higher100%

Between the median and the 75th percentilePro-rata vesting between 50% and 100%

At the median50%

Below the median0%

The comparator group of companies comprise: AMP Limited, Australia & New Zealand Banking Group Limited, Bank

of Queensland Limited, Bendigo and Adelaide Bank Limited, Commonwealth Bank of Australia, Macquarie Group

Limited, National Australia Bank Limited and Suncorp Group Limited.

Assessment of

performance

outcomes

The relative TSR result is calculated independently to ensure external objectivity before being provided to the Board

to determine the vesting outcome. The Board may exercise discretion in determining the final vesting outcome, for

example where relative TSR performance hurdles have been met but the absolute TSR outcome is negative.

Performance share rights subject to relative TSR performance will be tested against the performance hurdle on

1 October 2025.

No re-testingThere is no re-testing. Awards that have not vested after the measurement period lapse immediately.

Early vestingUnvested awards may vest before a test date if the executive is no longer employed by the Group due to death or

disability (subject to law) or a change in control. Other than a change in control, vesting is generally not subject to

the performance hurdles being met.

Delayed vestingThe Board has discretion (subject to law) to delay vesting of equity-based awards if the individual is under

investigation for misconduct, or the subject of or implicated in legal or regulatory proceedings, if the Board is

considering an adjustment or if otherwise required by law.

Treatment

of awards on

cessation of

employment

The Board has the discretion to determine the treatment of unvested performance share rights where the CEO or a

Group Executive resigns, retires or otherwise leaves the Group before vesting occurs.

The Board may choose to accelerate the vesting of performance share rights or leave the awards on foot for the

remainder of the performance period. In exercising its discretion, the Board will consider relevant circumstances

including those relating to the departure.

The Board also has the ability to adjust the number of performance share rights downwards (including to zero)

in the event of misconduct resulting in significant financial and/or reputational impact to the Group and in other

circumstances considered appropriate. Where an executive acts fraudulently or dishonestly, or is in material breach

of their obligations under the relevant equity plan, unexercised performance share rights (whether vested or

unvested) will be forfeited unless the Board determines otherwise.

Remuneration

adjustments

for prior period

matters

The Board has discretion to adjust LTVR which is awarded on a prospective basis. The Board may adjust unvested

LTVR downwards, including to zero, if circumstances or information come to light which mean that in the Board’s

view all or part of the award was not appropriate. The Board will typically apply the adjustment to unvested LTVR

where an adjustment to current and deferred STVR is considered insufficient or unavailable.

The Board may also determine to apply clawback to LTVR which has previously vested. Clawback applies, to

the extent legally permissible and practicable, to deferred LTVR awarded in respect of performance periods

commencing on or after 1 October 2019 for up to seven years from the date of grant. Clawback may occur in

circumstances of serious or gross misconduct, fraud, bribery, severe reputational damage, and any other deliberate,

reckless or unlawful conduct that may have a serious adverse impact on Westpac, its customers or its people

which has resulted in dismissal or the Board considers at its discretion would have justified the dismissal of the

relevant executive or where otherwise required by law. It is the Board’s current intention that clawback will only be

considered for relevant conduct that occurred on or after 1 October 2019.

Changes for 2023There are no changes to LTVR for 2023.

Other LTVR awards

currently on foot

Test datePerformance hurdlesFurther detail

2020 LTVR award1 October 2023Relative TSR performance against a weighted composite index of 10

comparator companies (100%)

Refer to the 2020

Annual Report

2021 LTVR award1 October 2024Relative TSR performance using a percentile ranking vesting schedule

against eight comparator companies (100%)

Refer to the 2021

Annual Report

1. Includes the increase to the superannuation guarantee rate from 10.0% to 10.5% effective 1 July 2022.

85
WESTPAC GROUP

2022 ANNUAL REPORT

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

5. Remuneration governance

5.1. Group Remuneration Policy and governance

The Group Remuneration Policy sets out the mandatory requirements to be reflected in the design and management

of remuneration arrangements across Westpac. We aim to attract and retained talent employees, by rewarding them

for achieving high performance and delivering superior long term results for customers and shareholders.

The policy supports Westpac’s purpose by requiring the design and management of remuneration to align with

stakeholder interests, support long term financial soundness and encourage prudent risk management. The policy is

supported by an established governance structure, plans and frameworks.

Board

The Board provides strategic guidance for the Group and has oversight of management’s implementation of Westpac’s strategic

initiatives. The Board has accountability for reviewing and approving remuneration for select groups of employees.

Without limiting its role, the Board approves (following recommendation from the Board Remuneration Committee where applicable):

• corporate goals and objectives relevant to the remuneration of the CEO;

• the size of the variable reward pool;

• adjustments to variable remuneration in accordance with the Group Remuneration Policy; and

• remuneration arrangements and variable remuneration outcomes and adjustments in accordance with the Group Remuneration

Policy for the CEO, Group Executives, any other employees who are accountable persons under the Banking Executive

Accountability Regime, any other person specified by APRA and any other person the Board determines.

The Board has the discretion to defer, adjust or withdraw aggregate and individual variable reward.

Further detail is contained in the Board and Committee Charters which are available on Westpac’s website¹.

Board Remuneration Committee

The Board Remuneration Committee assists the Board to discharge its responsibilities by overseeing the design, operation and

monitoring of the remuneration framework of Westpac and its related bodies corporate.

It also oversees the general remuneration practices across the Group in the context that these practices fairly and responsibly reward

individuals engaged by the Group having regard to performance and the remuneration framework and that policies of the Group are

aligned to Westpac’s risk management framework and legal and prudential requirements.

The Board Remuneration Committee reviews and makes recommendations to the Board in relation to:

• the remuneration framework as articulated in the Group Remuneration Policy;

• remuneration arrangements and variable remuneration outcomes and adjustments in accordance with the Group Remuneration

Policy for the individuals and groups outlined above in the description of the Board's role;

• the remuneration arrangements and outcomes of employees of the Westpac Group in accordance with the Group Remuneration

Policy;

• corporate goals and objectives relevant to the remuneration of the CEO; and

• the design and terms of any equity-based plans including plan rules and any applicable performance hurdles.

In carrying out its duties, the Board Remuneration Committee accesses internal personnel (including risk and financial control

personnel) and engages external advisers who are independent of management. The current members of the Board Remuneration

Committee are independent Non-executive Directors.

Further detail is contained in the Board Remuneration Committee Charter which is available on Westpac’s website².

Interaction with other Board CommitteesManagement remuneration oversight

Members of the Board Remuneration Committee are

members of either the Board Risk Committee, the Board

Audit Committee or the Board Nominations & Governance

Committee. The cross membership of those Committees

supports alignment between risk and reward.

The Board Remuneration Committee seeks feedback from

and considers matters raised by other Board Committees

with respect to remuneration outcomes, adjustments to

remuneration in light of relevant matters and alignment of

remuneration with the risk management framework. The Chairs

of the Board Risk Committee and the Board Audit Committee

report periodically to the Board Remuneration Committee.

Divisions consider areas of risk and consider potential

implications for remuneration.

Divisions provide information to the Group Remuneration

Oversight Committee which in turn considers consistency of

remuneration across the Group and provides information to

the Board Remuneration Committee and Board for review and

decision making as appropriate.

Remuneration consultants

In 2022, the Board retained an independent adviser to provide specialist information on executive remuneration and other

remuneration matters. The services were provided directly to the Board Remuneration Committee independent of management.

The Chair of the Board Remuneration Committee oversees the engagement and associated costs. Work undertaken by the

independent adviser included the provision of information relating to the benchmarking of Non-executive Director, CEO and Group

Executive remuneration.

In 2022, no remuneration recommendations, as prescribed under the Corporations Act 2001 (Cth) (Corporations Act) were made by

Board advisers.

1. The Board Charter was updated effective 12 August 2022.

2. The Board Remuneration Committee Charter was updated effective 12 August 2022. Amendments were made to the Board

Remuneration Committee Charter and the Board Charter to align with CPS 511 requirements while allowing for current practice in

relation to approval of remuneration for individuals under CPS/SPS 510 to continue while applicable.

86WESTPAC GROUP 2022 ANNUAL REPORT
Directors’ report

5.2. Executive minimum shareholding requirements and current compliance

The CEO and Group Executives are required to build and maintain a significant Westpac shareholding within five

years of their appointment to strengthen alignment with shareholder interests.

At 30 September 2022, the CEO and Group Executives comply with or are on track to meet the requirements.

The minimum shareholding requirements were reviewed this year in light of market practice and to ensure that

shareholder alignment is supported. Effective from 1 October 2022, the requirements have been revised as set out

below.

Aspect of the

requirements

Previous requirements

to 30 September 2022

Revised requirements

from 1 October 2022

Calculation of

shareholdings

Unvested performance share rights (including LTVR) are

valued at 50% in the calculation of shareholdings.

Unvested performance share rights (including LTVR) will no

longer be included in the calculation of shareholdings.

Requirement

level

CEO: Five times fixed remuneration excluding

superannuation.

Group Executives: $1.2 million.

CEO: Two times fixed remuneration including superannuation.

Group Executives: One times fixed remuneration including

superannuation.

Sale

restrictions

LTVR grants from 2022 onwards are only able to be sold

to meet tax obligations, until the minimum shareholding

requirement is met.

Executives are restricted from selling vested equity, other

than for the purpose of meeting tax obligations, as follows:

• For LTVR awards from 2022 onwards, until the required

shareholding level is met; and

• For STVR awards, where the required shareholding level is

not met at the end of the accumulation period.

Accumulation

period

Within five years of appointment to their role.Within five years of 1 October 2022 (i.e. by 1 October

2027), or appointment to their role, whichever is later. The

Board Remuneration Committee retains discretion to make

adjustments in exceptional circumstances.

The calculation of other shareholdings remains unchanged. This includes recognising:

• shares held in an employee share plan (including deferred STVR);

• shares held outright in the individual’s name either solely or jointly with another person; and

• shares held in a family trust or a self-managed superannuation fund.

5.3. Hedging policy

Participants in Westpac’s equity plans are prohibited from entering, either directly or indirectly, into hedging

arrangements for unvested awards in the STVR and LTVR plans. No financial products may be used to mitigate

the risk associated with these awards. Any attempt to hedge awards will result in forfeiture and the Board may

consider other disciplinary action. These restrictions satisfy the requirements of the Corporations Act which

prohibits hedging of unvested awards.

5.4. Employment agreements

The remuneration and other terms of employment for the CEO and Group Executives are formalised in their

employment agreements. Each agreement provides for the payment of fixed and variable reward, employer

superannuation contributions and other benefits such as death and disablement insurance cover.

The table below details the key terms including termination provisions of the employment agreements for the

CEO and Group Executives.

TermWhoConditions

Duration of agreementCEO and Group Executives• Ongoing until notice given by either party

Notice (by the executive or the Group)

to terminate employment

CEO and Group Executives

• Twelve months

1

Termination payments on termination

without cause

2

CEO and Group Executives• Deferred STVR (which is awarded on a pro rata

basis) and LTVR (which is subject to performance

hurdles) vest according to the applicable equity

plan rules, including being subject to remuneration

adjustments.

Termination for causeCEO and Group Executives • Deferred STVR and LTVR is forfeited, noting the

Board has discretion to determine otherwise

• Occurs immediately for misconduct

• Three months' notice for poor performance

Post-employment restraintsCEO and Group Executives• Twelve month non-solicitation restraint

1. Payment in lieu of notice may in certain circumstances be approved by the Board for some or all of the notice period.

2. The maximum liability for termination benefits for the CEO and Group Executives at 30 September 2022 was $12.0 million (2021:

$14.5 million).

87
WESTPAC GROUP

2022 ANNUAL REPORT

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

6. Non-executive Director remuneration

6.1. Structure and policy

Westpac’s Non-executive Director remuneration strategy is designed to attract and retain experienced, qualified

Board members and provide appropriate remuneration for their time and expertise.

Non-executive Director fees are not related to Westpac’s results. Fees are paid in cash and no discretionary

payments are made for performance. Non-executive Directors are required to build and maintain a minimum

shareholding to align their interests with those of shareholders (refer to Section 6.3 for further details).

The table below sets out the components of Non-executive Director remuneration.

Non-executive Director remuneration

Base feesRelate to service on the Westpac Banking Corporation Board. The base fee for the Chairman covers

all responsibilities, including for Board Committees.

Committee feesAdditional fees are paid to Non-executive Directors (other than the Board Chairman) for chairing or

participating in Board Committees other than the Board Nominations & Governance Committee.

Employer superannuation

contributions

Reflects statutory superannuation contributions which are capped at the superannuation maximum

contributions base as prescribed under the Superannuation Guarantee legislation.

Subsidiary Board and Advisory

Board fees

Relates to service on Subsidiary Boards and Advisory Boards and are paid by the relevant subsidiary.

6.2. Non-executive Director remuneration in 2022

The table below sets out the annual Board and standing Committee fees (inclusive of superannuation). Changes in

Board and Committee composition during the year are set out in the overview of Directors' meetings in Section 9

of the Directors' report.

Non-executive Director fees were reviewed following market benchmarking and a change in Board Committee

structure. A range of Non-executive Director fee reductions became effective in August 2022 as set out in the

table below.

For 2022, $3.71 million (82%) of the fee pool was used. The fee pool of $4.5 million per annum was approved by

shareholders at the 2008 Annual General Meeting and includes employer superannuation contributions.

Base and Committee fees

Annual fee ($)

(inclusive of

superannuation)Comments on changes effective August 2022 ($)

Chairman850,000Reduced from 913,999.

Other Non-executive Directors240,000Reduced from 248,999.

Committee Chair fees

Board Audit Committee70,000Reduced from 70,400.

Board Risk Committee70,000Reduced from 90,000.

Board Remuneration Committee60,000Reduced from 63,800.

Board Technology Committee35,200Committee ceased to operate and the Technology agenda is now

addressed with the Board or other Board Committees as appropriate.

Board Legal, Regulatory & Compliance Committee67,500Committee ceased to operate and the Legal, Regulatory and

Compliance agenda is now addressed with the Board Risk

Committee.

Committee membership fees

Board Audit Committee32,000

Board Risk Committee32,000

Board Remuneration Committee29,000

Board Technology Committee20,000Committee ceased to operate as noted above.

Board Legal, Regulatory & Compliance Committee30,000Committee ceased to operate as noted above.

Other fees

Non-executive Directors may also receive Subsidiary Board and Advisory Board fees or fees for additional duties.

Fees for additional duties are paid at a per meeting rate of $2,000 for Committee members and $4,000 for

Committee Chairs (inclusive of superannuation).

During the reporting period, there were no fees paid to Non-executive Directors for Subsidiary Boards or Advisory

Boards. Peter Nash received additional fees of $12,000 for responsibilities and participation in a Due Diligence

Committee.

6.3. Non-executive Director minimum shareholding requirement

Non-executive Directors are required to build and maintain a holding in Westpac ordinary shares with a value not

less than the Board base fee, within five years of appointment to the Board.

In 2022, the Chairman's minimum shareholding requirement was increased from one times the Non-executive

Director fee to one times the Chairman's fee.

At 30 September 2022, all Non-executive Directors comply with or are on track to meet the requirement.

88WESTPAC GROUP 2022 ANNUAL REPORT
Directors’ report

7. Statutory remuneration details

7.1. Details of Non-executive Director remuneration

The table below details Non-executive Director remuneration.

Short-term benefits

Post-employment

benefits

Westpac Banking

Corporation Board

fees

1

Additional,

Subsidiary and

Advisory Board

Fees

Non-

monetary

benefits

2

SuperannuationTotal

Name$$$$$

Current Non-executive Directors

John McFarlane, Chairman

2022884,530 - 8,29824,286917,114

2021893,423 - 8,35522,573924,351

Nerida Caesar

2022268,054 - - 23,637291,691

2021276,058 - - 22,290298,348

Audette Exel AO

2022273,871 - - 24,064297,935

202123,438 - - 2,34425,782

Michael Hawker AM

2022286,694 - - 24,039310,733

2021242,854 - - 19,692262,546

Chris Lynch

2022286,171 - - 24,111310,282

2021290,111 - - 22,296312,407

Peter Marriott

2022387,409 - - 24,003411,412

2021398,527 - - 22,346420,873

Peter Nash

2022332,140 12,000 - 24,079368,219

2021377,525 - - 22,273399,798

Nora Scheinkestel

2022312,989 - - 24,192337,181

2021169,400 - - 13,851183,251

Margaret Seale

2022344,088 - - 23,987368,075

2021320,110 - - 22,427342,537

Former Non-executive Directors

Craig Dunn

3

202265,274 - - 5,27570,549

2021322,034 - - 22,311344,345

Steven Harker

3

202221,877 - - 2,18824,065

2021312,419 - - 22,351334,770

Total fees

20223,463,097 12,000 8,298223,8613,707,256

2021

4

3,690,139 - 8,355219,7083,918,202

1. Includes fees paid to the Chairman and members of Board Committees.

2. Non-monetary benefits are determined on the basis of the cost to the Group including associated fringe benefits tax (FBT) where

applicable and includes bank funded car parking.

3. The information relates to the period the individual was a KMP. Refer to Section 1 for further details.

4. Total fees for 2021 shown as reported in the 2021 Annual Report.

89
WESTPAC GROUP

2022 ANNUAL REPORT

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

7.2. Remuneration details – Chief Executive Officer and Group Executives

The table below details remuneration for the CEO and Group Executives prepared and audited in accordance with

Australian accounting standards.

Short term benefits

Post-

employment

benefits

Other

long term

benefitsShare-based payments

Fixed

remuneration

1

Cash

STVR

award

2

Non-

monetary

benefits

3

Other

short term

benefits

4

Superannuation

benefits

5

Long

service

leave

Restricted

shares

6

Share

rights

7

Total

8

$$$$$$$$$

Managing Director & Chief Executive Officer

Peter King, Managing Director & Chief Executive Officer

20222,402,724975,00031,649 - 42,92775,688755,346734,9345,018,268

20212,402,786 840,000 30,548 - 46,33236,851404,355441,5814,202,453

Group Executives

Scott Collary, Group Executive, Customer Services & Technology

20221,204,267520,50070,86368,38433,37818,669937,653318,4773,172,191

20211,138,524 444,500 266,054 711,616 30,43216,796657,896176,0633,441,881

Chris de Bruin, Chief Executive, Consumer & Business Banking

20221,313,505546,00061,374169,09030,38319,802883,662361,3543,385,170

2021966,699 467,500 172,286 480,570 22,03214,331548,716163,1712,835,305

Carolyn McCann, Group Executive, Corporate Services

20221,049,737324,5004,765 - 29,04828,997253,793308,0401,998,880

2021941,852 285,000 4,053 - 26,92113,669190,488133,3531,595,336

Catherine McGrath, Chief Executive Officer, Westpac New Zealand

9

2022708,147318,9749,159 - 101,654 - - 195,2781,333,212

2021------------------------------------------------------- Not a KMP in 2021 -------------------------------------------------------

Anthony Miller, Chief Executive, Westpac Institutional Bank

20221,162,351416,5003,994815,36934,89117,9081,061,788310,8733,823,674

20211,121,762 392,000 1,881 2,004,445 31,56116,0101,203,527181,5394,952,725

Christine Parker, Group Executive, Human Resources

2022957,683356,000 2,806 - 29,764(12,784)281,419398,9912,013,879

2021971,685 320,000 2,908 - 28,11515,161185,986222,2801,746,135

Michael Rowland, Chief Financial Officer

20221,230,296394,5003,994 - 31,48919,957332,668252,7022,265,606

20211,241,835 405,000 64,765 - 27,90918,193168,550155,6522,081,904

Jason Yetton, Chief Executive, Specialist Businesses

20221,195,337527,500 2,806 - 34,70917,869476,229403,1412,657,591

20211,175,416 617,000 2,908 - 33,09517,803256,778283,2242,386,224

Ryan Zanin, Chief Risk Officer

9

2022814,140228,000147,076328,925 2,510 11,37856,39448,6841,637,107

2021------------------------------------------------------- Not a KMP in 2021 -------------------------------------------------------

Former Group Executives

Simon Power, Acting Chief Executive Officer, Westpac New Zealand

7, 9

202282,463 - 2,558 - 6,417 - - 28,039119,477

2021214,774 82,066 404 - 21,059 - - 76,754395,057

David Stephen, Chief Risk Officer

9,10,11

20221,371,134148,5005,2981,330,45430,141(81,893)416,4611,890,7665,110,861

20211,848,612 439,000 8,804 - 37,56427,356543,067544,6923,449,095

Les Vance, Group Executive, Financial Crime, Compliance & Conduct

9,11

2022580,130158,500 2,688 913,24222,7768,933467,522941,0953,094,886

2021985,785

278,500 4,070

- 34,34133,102575,260150,0102,061,068

90WESTPAC GROUP 2022 ANNUAL REPORT
Directors’ report

1. Fixed remuneration is the total cost of salary, salary sacrificed benefits (including motor vehicles, parking and associated FBT where

applicable) and an accrual for annual leave.

2. The cash STVR award is typically paid in December following the end of the financial year.

3. Non-monetary benefits are determined on the basis of the cost to the Group (including associated FBT, where applicable) and

include annual health checks, provision of taxation advice, bank funded car parking, relocation costs, living away from home expenses

and allowances. Cash relocation allowances are recognised as an expense from the commencement date as a KMP to the end of a

clawback period.

4. Includes payments on termination of employment for former KMP or other contracted amounts for current KMP. The cash portion of

buy out arrangements is recognised as an expense from commencement date as a KMP to the end of the vesting period. For Ryan

Zanin, the cash buy out arrangement was agreed on 30 August 2022, 0% of this award was paid in 2022 and portions of the award are

due to be paid between March 2023 and December 2024.

5. The CEO and Group Executives are provided with life insurance cover under the Westpac Group Plan at no cost. Superannuation

benefits have been calculated consistent with AASB 119 Employee Benefits.

6. The amortisation approach for restricted shares commences from the service period when the award was earned through to the

end of the vesting period. A portion of the restricted shares held by Scott Collary, Chris de Bruin, Anthony Miller and David Stephen

represent an allocation made to compensate them for remuneration foregone from their previous employer on resignation to join

Westpac. The restricted shares replicate the vesting periods, and applicable conditions of the equity foregone.

7. Equity-settled remuneration is based on the amortisation over the performance and vesting period (normally two to four years). It

is calculated using the fair value at the grant date of hurdled and unhurdled share rights granted during the four years ended 30

September 2022. Fair value is calculated at grant date consistent with external valuation using the invitation opt out date. For Simon

Power, the equity-settled remuneration for 2021 has been revised to include amortisation of 2021 STVR awards ($12,574) which relate

to a service period prior to commencement of his KMP period, and superannuation for 2021 has increased by $8,207 to include

superannuation relating to the 2021 cash STVR. Details of prior year grants are disclosed in previous Annual Reports. The 2022 value

for Catherine McGrath includes 63% attributed to deferred STVR awards.

8. The percentage of total remuneration which is performance related (i.e. cash STVR awards plus share-based payments) was: Peter

King 49%, Scott Collary 56%, Chris De Bruin 53%, Carolyn McCann 44%, Catherine McGrath 39%, Anthony Miller 47%, Christine Parker

51%, Michael Rowland 43%, Jason Yetton 53%, Ryan Zanin 20%, Simon Power 23%, David Stephen 48% and Les Vance 51%. The

percentage of total remuneration delivered in the form of options or share rights was: Peter King 15%, Scott Collary 10%, Chris De Bruin

11%, Carolyn McCann 15%, Catherine McGrath 15%, Anthony Miller 8%, Christine Parker 20%, Michael Rowland 11%, Jason Yetton 15%,

Ryan Zanin 3%, Simon Power 23%, David Stephen 37% and Les Vance 30%.

9. The information relates to the period the individual was a KMP. Refer to Section 1 for further details.

10. Fixed remuneration for David Stephen includes payments made or to be made during a gardening leave period where, in line with

contractual requirements, he continued to receive cash salary and superannuation.

11. The share-based payment values for David Stephen and Les Vance reflect the accruals for unvested equity up to the end of each

performance period. While the full value is being accrued for all unvested equity, the awards may or may not vest subject to the

relevant performance hurdles.

91
WESTPAC GROUP

2022 ANNUAL REPORT

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

7.3. Movement in equity-settled instruments during the year

The table below shows the movements in the number and value of equity instruments for the CEO and Group

Executives under the relevant plan during 2022.

NameType of equity-based instrument

Number

granted

1

Number

vested

2

Number

exercised

3

Value

granted

4


$

Value

exercised

5


$

Value

forfeited or

lapsed

5


$

Managing Director & Chief Executive Officer

Peter KingShares under Restricted Share Plan40,152 6,649 - 839,980 - -

Performance share rights127,401 - - 740,200 - 2,078,604

Group Executives

-

Scott CollaryShares under Restricted Share Plan21,247 - - 444,487 - -

Performance share rights88,200 - - 513,324 - -

Chris de BruinShares under Restricted Share Plan22,347 10,834 - 467,499 - -

Performance share rights94,080 - - 547,546 - -

Carolyn McCannShares under Restricted Share Plan13,623 8,489 - 284,993 - -

Performance share rights52,340 - - 313,815 - 324,063

Catherine

McGrath

6

Unhurdled share rights- - - - - -

Performance share rights56,266 - - 327,468 - -

Anthony MillerShares under Restricted Share Plan18,738 44,672 - 391,999 - -

Performance share rights84,280 - - 490,510 - -

Christine ParkerShares under Restricted Share Plan15,296 6,415 - 319,992 - -

Performance share rights61,230 - - 356,359 - 1,656,351

Michael RowlandShares under Restricted Share Plan19,359 - - 404,990 - -

Performance share rights68,208 - - 396,971 - -

Jason YettonShares under Restricted Share Plan29,493 - - 616,994 - -

Performance share rights84,280 - - 490,510 - -

Ryan Zanin

6

Shares under Restricted Share Plan- - - - - -

Performance share rights40,934 - - 381,505 - -

Former Group Executives

Simon Power

6

Unhurdled share rights- 9,962 - - - -

Performance share rights- - - - - -

David Stephen

6

Shares under Restricted Share Plan20,984 16,042 - 438,985 - -

Performance share rights100,328 - - 583,909 - 4,871,746

Les Vance

6

Shares under Restricted Share Plan13,312 23,553 - 278,487 - -

Performance share rights53,116 - - 309,135 - -

1. Performance share rights granted to the CEO were approved by shareholders at the 2020 and 2021 Annual General Meetings under

ASX Listing Rule 10.14. No performance options were granted in 2022. Any deferred STVR awards in the form of restricted shares

(or unhurdled share rights for KMP in New Zealand) are awarded in December each year. 2021 deferred STVR was awarded on 15

December 2021 for the Group Executives and 16 December 2021 for the CEO, the vesting period commenced on 1 October 2021, 50%

of the award will vest on 1 October 2022 and 50% will vest on 1 October 2023 (subject to continued service and adjustment).

2. No hurdled share rights granted in 2017 vested in October 2021 when assessed against the relative TSR and cash ROE performance

hurdles. 100% of the deferred STVR due to vest in 2022 vested. For Chris de Bruin, all of the restricted shares that vested were in

relation to a buy out award which represents 18% of the total number of shares allocated for that award. For Anthony Miller, all of the

restricted shares that vested were in relation to a buy out award which represents 36% of the total number of shares allocated for that

award. For David Stephen, 6,552 of 16,042 restricted shares that vested were in relation to a buy out award which represents 5% of the

total number of shares allocated for that award.

3. Vested share rights granted after July 2015 may be exercised up to a maximum of 15 years from the commencement date of their

performance period. The exercise price for share rights is zero.

4. For performance share rights, the value granted represents the number of securities granted multiplied by the fair value per

instrument as set out in the table in the sub-section titled ‘Fair value of LTVR awards made during the year’ below. For restricted

shares, the value granted represents the number of ordinary shares granted multiplied by the five day VWAP of a Westpac ordinary

share on the date the shares were granted ($20.92). These values, which represent the full value of the equity-based awards made to

the CEO and Group Executives in 2022, do not reconcile with the amount shown in the table in Section 7.2 which shows the amount

amortised in the current year of equity awards over the performance year the award was earned and the applicable vesting period.

The minimum total value of the grants for future financial years is zero and an estimate of the maximum possible total value in future

financial years is the fair value, as shown above.

5. The value of each share right exercised, forfeited or lapsed is calculated based on the five day VWAP of a Westpac ordinary share on

the date of exercise (or forfeiture or lapse). The overall values reflect forfeitures or lapses as a result of a failure to meet performance

conditions or resignation.

6. The information relates to the period the individual was a KMP. Refer to Section 1 for further details.

92WESTPAC GROUP 2022 ANNUAL REPORT
Directors’ report

Fair value of LTVR awards made during the year

In accordance with AASB 2 Share-based Payment, the table below provides a summary of the fair value of LTVR

awards granted to the CEO and Group Executives in December 2021

1

. LTVR awards will only vest if performance

hurdles are achieved and service conditions are met in future years.

Plan nameGranted to

Performance

hurdleGrant date

Commencement

dateTest dateExpiry

Fair value

per instrument

2

Westpac

LTVR plan

CEO and Group

Executives

Relative

TSR

16 December 2021

for the CEO

15 December 2021

for the Group

Executives

1 October

2021

1 October

2025

1 October

2036

$5.81 for the CEO

$5.82 for the Group

Executives

The allocation methodology differs from the fair value used for accounting purposes. The allocation is determined

by dividing the dollar value of the LTVR award by the face value of performance share rights. The face value is the

five day VWAP up to the commencement of the performance period. Refer to Section 4.2 for further detail.

7.4. Details of Westpac equity holdings of Non-executive Directors

The table below sets out details of relevant interests in Westpac ordinary shares held by Non-executive Directors

(including their related parties) during the year ended 30 September 2022

3

.

Number held at

start of the year

Changes

during the year

Number held at

end of the year

Current Non-executive Directors

John McFarlane40,000 10,000 50,000

Nerida Caesar13,583 - 13,583

Audette Exel AO4,000 6,898 10,898

Michael Hawker AM20,854 13,180 34,034

Chris Lynch

4

13,090 - 13,090

Peter Marriott

5

40,311 - 40,311

Peter Nash15,360 - 15,360

Nora Scheinkestel5,172 4,537 9,709

Margaret Seale

6

26,158 - 26,158

Former Non-executive Directors

Craig Dunn

7

15,009 - n/a

Steven Harker

7

13,170-n/a

1. LTVR awards were also granted to Carolyn McCann on 4 March 2022 with a fair value of $8.05 and Ryan Zanin on 17 May 2022 with a

fair value of $9.32. These grants have a commencement date of 1 October 2021, a test date of 1 October 2025 and an expiry date of 1

October 2036.

2. The fair values of performance share rights granted during the year have been independently calculated at their respective grant

dates based on the requirements of AASB 2 Share-based Payment by PFS Consulting. The fair value of performance share rights

with hurdles based on TSR performance relative to a group of comparator companies takes into account the average TSR outcome

determined using a Monte Carlo simulation pricing model.

3. Other than as disclosed below, no share interests include non-beneficially held shares.

4. In addition to holding ordinary shares, Chris Lynch and his related parties held interests in 1137 Westpac Capital Notes 5 at year end.

5. In addition to holding ordinary shares, Peter Marriott and his related parties held interests in 563 Westpac Capital Notes 2 at year end.

6. In addition to holding ordinary shares, Margaret Seale and her related parties held interests in 100 Westpac Capital Notes 7 at year end.

7. The information relates to the period the individual was a KMP. Refer to Section 1 for further details.

93
WESTPAC GROUP

2022 ANNUAL REPORT

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

7.5. Details of Westpac equity holdings of Executive Key Management Personnel

The table below details Westpac equity held (and movement in that equity) by the CEO and Group Executives

(including their related parties) for the year ended 30 September 2022

1

.

Name

Type of equity-based

instrument

Number

held at

start of

the year

Number

granted during

the year as

remuneration

Received

on exercise

and/or

exercised

during the

year

Number

forfeited

or lapsed

during the

year

2

Other

changes

during the

year

Number held

at end of the

year

Number

vested and

exercisable

at end of the

year

Managing Director & Chief Executive Officer

Peter King Ordinary shares131,886 40,152 - - - 172,038 -

Performance share rights460,630 127,401 - (80,062)- 507,969 -

Group Executives

Scott CollaryOrdinary shares75,088 21,247 - - - 96,335 -

Performance share rights120,614 88,200 - - - 208,814 -

Chris de BruinOrdinary shares61,046 22,347 - - - 83,393 -

Performance share rights100,676 94,080 - - - 194,756 -

Carolyn McCannOrdinary shares67,175 13,623 - - - 80,798 -

Performance share rights174,136 52,340 - (12,482)- 213,994 -

Catherine

McGrath

3

Ordinary shares- - - - - - -

Unhurdled share rights- - - - - - -

Performance share rights- 56,266 - - - 56,266 -

Anthony MillerOrdinary shares123,295 18,738 - - - 142,033 -

Performance share rights120,492 84,280 - - - 204,772 -

Christine ParkerOrdinary shares29,457 15,296 - - (4,500)40,253 -

Performance share rights280,816 61,230 - (63,798)- 278,248 -

Michael RowlandOrdinary shares- 19,359 - - - 19,359 -

Performance share rights99,415 68,208 - - - 167,623 -

Jason YettonOrdinary shares- 29,493 - - - 29,493 -

Performance share rights180,201 84,280 - - - 264,481 -

Ryan Zanin

3

Ordinary shares- - - - - - -

Performance share rights- 40,934 - - - 40,934 -

Former Group Executives

Simon Power

3

Ordinary shares236 - - - - n/an/a

Unhurdled share rights38,122 - - - - n/an/a

Performance share rights- - - - - n/an/a

David Stephen

3

Ordinary shares154,910 20,984 - - - n/an/a

Performance share rights514,052 100,328 - (187,646)- n/an/a

Les Vance

3

Ordinary shares81,752 13,312 - - (35,070)n/an/a

Performance share rights98,441 53,116 - - - n/an/a

1. The highest number of shares held by an individual in the table is 0.0049% of total Westpac ordinary shares outstanding as at

30 September 2022.

2. Forfeitures or lapses during the year are as a result of a failure to meet performance conditions.

3. The information relates to the period the individual was a KMP. Refer to Section 1 for further details.

94WESTPAC GROUP 2022 ANNUAL REPORT
Directors’ report

7.6. Loans to Non-executive Directors and Executive Key Management Personnel

Financial instrument transactions that occurred during the financial year between Non-executive Directors, the

CEO or Group Executives and the Group are in the ordinary course of business (including interest and collateral).

These transactions are provided at arms-length.

The table below details loans to Non-executive Directors, the CEO and Group Executives (including their related

parties) of the Group.

Balance at start of

the year

$

Interest paid and

payable for the year

$

Interest not charged

during the year

$

Balance at end of

the year

$

Number in Group at

end of the year

Non-executive Directors9,894,987139,143- 7,136,7504

CEO and Group Executives19,025,842407,723- 14,083,0096

Total28,920,829546,866- 21,219,75910

The table below details KMP (including their related parties) with loans above $100,000 during 2022.

Balance at start of

the year

$

Interest paid and

payable for the year

$

Interest not charged

during the year

$

Balance at end of

the year

$

Highest indebtedness

during the year

$

Non-executive Directors

John McFarlane- 22,181 - 3,283,970 3,344,454

Chris Lynch 3,931,965 74,112 - 2,832,121 3,931,965

Peter Nash 367,702 16,025 - 400,217 519,942

Margaret Seale595,920 16,533 - 620,442 622,217

Former Non-executive Directors

Steven Harker¹4,999,400 10,292- n/a5,007,127

CEO and Group Executives

Peter King1,158,00031,167- 1,158,0001,161,176

Scott Collary2,465,12649,224- 2,393,1102,469,673

Carolyn McCann605,60112,780- 580,146641,986

Anthony Miller2,637,91413,471- 2,575,0862,639,829

Christine Parker5,502,679164,019- 5,432,6675,434,991

Jason Yetton 2,850,00078,025- 1,944,0002,831,932

Former Group Executives

Simon Power

1

1,161,7124,873- n/a1,127,254

Les Vance

1

2,644,81054,164 - n/a11,470,492

1. The information relates to the period the individual was a KMP. Refer to Section 1 for further details.

WESTPAC GROUP
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95

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FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Directors’ report

Directors’ report

11. Auditor

a) Auditor’s independence declaration

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act

is below:

PricewaterhouseCoopers, ABN 52 780 433 757

One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001

T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au

Liability limited by a scheme approved under Professional Standards Legislation.


Auditor’s Independence Declaration

As lead auditor for the audit of Westpac Banking Corporation for the year ended 30 September 2022, I

declare that to the best of my knowledge and belief, there have been:

(a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in

relation to the audit; and

(b) no contraventions of any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Westpac Banking Corporation and the entities it controlled during the

period.


CJ Heath Sydney

Partner

PricewaterhouseCoopers


6 November 2022

WESTPAC GROUP 2022 ANNUAL REPORT 96
Directors’ report

b) Non-audit services

We may decide to engage PwC on assignments additional to their statutory audit duties where their expertise or

experience with Westpac or a controlled entity is important.

Details of the non-audit service amounts paid or payable to PwC for non-audit services provided during the 2021

and 2022 financial years are set out in Note 34 to the financial statements.

PwC also provides audit and non-audit services to non-consolidated entities, non-consolidated trusts of which a

Westpac Group entity is trustee, manager or responsible entity and non-consolidated superannuation funds or

pension funds. The fees in respect of these services were approximately $9.3 million in total (2021: $9.6 million).

PwC may also provide audit and non-audit services to other entities in which Westpac holds a minority interest

and which are not consolidated. Westpac is not aware of the amount of any fees paid to PwC by those entities.

Westpac has a policy on engaging PwC, details of which are set out in its Corporate Governance Statement in the

section ‘‘Engagement of the external auditor’.

The Board has considered the position and, in accordance with the advice received from the Board Audit

Committee, is satisfied that the provision of the non-audit services during 2022 by PwC is compatible with the

general standard of independence for auditors imposed by the Corporations Act. The Directors are satisfied, in

accordance with advice received from the Board Audit Committee, that the provision of non-audit services by

PwC, as set out above, did not compromise the auditor independence requirements of the Corporations Act for

the following reasons:

• all non-audit services provided by PwC for the year have been reviewed by the Board Audit Committee, which

is of the view that they do not impact the impartiality and objectivity of PwC; and

• based on Board quarterly independence declarations made by PwC to the Board Audit Committee during

the year, none of the services undermine the general principles relating to auditor independence including

reviewing or auditing PwC’s own work, acting in a management or a decision-making capacity for the

company, acting as advocate for the company or jointly sharing economic risk and rewards.

12. Responsibility statement

The Directors of Westpac Banking Corporation confirm that to the best of their knowledge:

• the consolidated financial statements for the financial year ended 30 September 2022, which have been

prepared in accordance with the accounting policies described in Note 1 to the consolidated financial

statements, being in accordance with Australian Accounting Standards (AAS), give a true and fair view of the

assets, liabilities, financial position and profit of the Group; and

• the Annual Report from the section entitled ‘About Westpac’ to and including the section entitled ‘Other

Westpac business information’ includes a fair review of the information required by the Disclosure Guidance

and Transparency Rules 4.1.8R to 4.1.11R of the United Kingdom Financial Conduct Authority, together with a

description of the principal risks and uncertainties faced by the Group.

The Directors’ Report is signed in accordance with a resolution of the Board of Directors.


John McFarlane Peter King

Chairman Managing Director & Chief Executive Officer

6 November 2022 6 November 2022

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SHAREHOLDER INFORMATION

Information on Westpac

Significant developments

Westpac significant developments - Australia

Off-market buy-back

We completed a $3.5 billion off-market share buy-back

on 14 February 2022, with approximately 167.5 million

Westpac shares, equating to approximately 4.6% of the

shares on issue at that time, being bought back at the

buy-back price of $20.90 per Westpac share.

Ambition to become a Net-Zero, Climate Resilient Bank

In 2022, we released our fifth Climate Change Position

Statement and Action Plan, defining our ambition to

become a net-zero, climate resilient bank. We also

joined the Net-Zero Banking Alliance (NZBA) and

continued the Group’s work on aligning our lending

portfolios with a 1.5°C-aligned pathway to net-zero

emissions by 2050. In accordance with our NZBA

commitment, we set our first series of financed

emissions 2030 sector targets. We are continuing

work to operationalise our targets, and where data

and methodologies allow, aim to develop targets for

other sectors in our financing activities that have high

greenhouse gas emissions or emissions intensity. We

will review and update our targets, methodologies and

pathways as climate science advances, requirements

and opportunities for transition and resilience evolve,

and as guidance and policy develop. We will disclose

progress against our 2030 targets and other updates

as part of our annual reporting process. Further

information is set out in the ‘Climate change’ and ‘Risk

factors’ sections.

Changes to structure and executive team

In February 2022, we announced changes to the

Group’s operating structure and executive team as

part of initiatives to simplify the Group’s operations

and improve accountability. The restructure involved

moving certain services to the lines of business they

support, the creation of two shared services segments

designed to achieve benefits of scale across common

processes, and a leaner Group head office responsible

for setting strategy, policies and frameworks for the

Group. We also confirmed the restructure of our

management team, including combination of the roles

of Chief Risk Officer and Group Executive, Financial

Crime, Compliance and Conduct, with Ryan Zanin

commencing as Chief Risk Officer on 29 April 2022.

In addition, on 29 April 2022, Yianna Papanikolaou

commenced as the Chief Transformation Officer,

reporting to the CEO. The role has responsibility

for major change and investment programs and

accountability for the Customer Outcomes and Risk

Excellence (CORE) program.

Exit of businesses within Specialist Businesses

segment

Following a review in 2020, we determined we would

look to exit businesses in the Specialist Businesses

segment over time. Since then, a number of these

businesses have been sold, including the following

which completed in 2022:

• Sale of Westpac’s motor vehicle dealer finance and

novated leasing business;

• Sale of Westpac Life-NZ- Limited to Fidelity Life

Assurance Company Limited and

• Sale of Westpac Life Insurance Services Limited

(now known as TAL Life Insurance Services Limited)

(WLIS) to TAL Dai-ichi Life Australia Pty Limited.

The following transactions were announced during

2022, but have not yet completed:

• Transfer of the members and benefits of BT Funds

Management Limited’s personal and corporate

(non-platform) superannuation products, via a

successor fund transfer, to Mercer Super Trust; and

• Sale of Westpac’s Advance Asset Management

business to Mercer (Australia) Pty Ltd.

These transactions are expected to complete in 2023

Further detail in relation to these transactions is

available in Note 38 to the financial statements.

Work continues on preparing the Group’s Platforms

business for sale. Following the termination of the sale

agreements with Kina Bank for the sale of the Group’s

Pacific businesses, and subsequent consideration of

alternative options, we consider it is unlikely we will

be in a position to sell the Pacific businesses in the

short to medium term. We will continue to support our

customers in the region.

Approvals may be required from regulators or other

stakeholders in order to divest businesses and assets,

and there is a risk that these approvals may not be

received or that the purchaser or transferee (as the

case may be) do not complete these transactions for

other reasons. Some of the announced or completed

transactions have involved the giving of warranties

and indemnities in favour of the counterparty for

certain conduct matters, remediation, and other risks,

including in relation to the previously disclosed review

of premium increases on certain life insurance products

issued by our former subsidiary WLIS.

Further information is set out in ‘Risk factors’ and Note

26 to the financial statements.

Regulatory and risk developments

Enforceable undertaking on risk governance

remediation, Integrated Plan and CORE program

Our CORE program is delivering the Integrated Plan

required by the enforceable undertaking (EU) entered

into with APRA in December 2020 in relation to our

risk governance remediation and supporting the

strengthening of our risk governance, accountability

and culture. Execution of the CORE program is ongoing

and over 60% of the activities in the Integrated Plan

have been assessed as complete and effective by the

Independent Reviewer.

Promontory Australia, as the appointed Independent

Reviewer, provides quarterly reports to APRA on

our compliance with the EU and Integrated Plan.

Promontory Australia has provided seven reports to

APRA so far, with its next report due in January 2023.

These reports are published on our website every

six months at https://www.westpac.com.au/about-

westpac/media/core/.

Information on Westpac

WESTPAC GROUP 2022 ANNUAL REPORT 98
Information on Westpac

Risk management

We are continuing to invest in strengthening our end-to-

end management of risk. A range of shortcomings and

areas for improvement in our risk governance have been

highlighted in current and historical reviews, including

embedding of our risk management framework, policies

and systems, clarity of the three lines of defence model,

regulatory reporting, data quality and management,

product governance, prudential compliance

management and associated control frameworks, our

risk capabilities, and business continuity management.

We have a number of risks currently considered outside

of risk appetite or that do not meet the expectations

of regulators, and we have taken steps to seek to bring

these risks into appetite.

The CORE program, discussed above, is designed to

deliver improvements in many of these areas, including

embedding a more proactive risk culture, embedding

clear risk management accountabilities, improving

the control environment, and uplifting risk awareness,

capability and capacity for ongoing risk management.

Other areas of improvement such as operational risk,

credit risk, sustainability risk, climate risk, compliance

and conduct, financial crime, stress testing and

model risk management are being addressed through

investment in a number of areas, which may include

subject-matter expertise, process and technology

improvements.

Further information about risk management is set out

in ‘Risk management’ in the Strategic Review.

APRA removes Westpac’s liquidity add-on

On 1 September 2022, APRA announced that it had

removed the 10% add-on applied to the net cash

outflows included in the calculation of our Liquidity

Coverage Ratio (LCR). The removal of the add-on

increased our LCR by approximately 13 percentage

points as at 1 September 2022.

APRA phasing out reliance on Committed Liquidity

Facility

On 10 September 2021, APRA announced it expects

authorised deposit-taking institutions (ADIs) to

reduce their Committed Liquidity Facility (CLF)

usage to zero in stages. We have complied with

APRA’s announcement to date. In line with APRA’s

expectations, we expect to reduce our CLF allocation

to zero by 1 January 2023. To replace the reduction

in the CLF, we have increased our holdings of High

Quality Liquid Assets. As at 30 September 2022, our

CLF allocation was $9.25 billion.

Financial crime

We continue to make progress on improving our

financial crime risk management program, as we

implement a significant multi-year program of work

(including AML/CTF, Sanctions, Anti-Bribery and

Corruption, Foreign Account Tax Compliance Act

(FATCA) and Common Reporting Standards (CRS)).

Through this work, we continue to undertake activities

to remediate and improve our financial crime controls

in multiple areas including initial, enhanced and

ongoing customer due diligence and associated record

keeping, upgrading customer and payment screening

and transaction monitoring solutions, improving

Electronic Funds Transfer Instruction processes,

establishing data reconciliations and checks to ensure

the completeness of data feeding into our financial

crime systems, and improving regulatory reporting

including in relation to International Funds Transfer

Instructions, Threshold Transaction Reports, Suspicious

Matter Reports (including ‘tipping off’ controls), and

FATCA and CRS reporting and equivalent reports in

jurisdictions outside Australia.

With increased focus on financial crime, further issues

requiring attention have been and may be identified,

and we have continued to liaise with AUSTRAC, and

local regulators in jurisdictions outside Australia, as

appropriate. Details about the consequences of failing

to comply with financial crime obligations are set out in

‘Risk factors’.

APRA capital requirements

APRA announcements on capital

Information relating to APRA announcements on

capital is set out in Note 28 to the financial statements.

Operational risk capital overlays

The following additional capital overlays are currently

applied by APRA to our operational risk capital

requirement:

• $500 million in response to Westpac’s Culture,

Governance and Accountability self-assessment.

The overlay has applied from 30 September 2019.

• $500 million in response to the magnitude and

nature of issues that were the subject of the

AUSTRAC proceedings. The overlay has applied

from 31 December 2019.

These overlays have been applied through an increase

in risk-weighted assets. The impact on our Level

2 common equity Tier 1 (CET1) capital ratio at 30

September 2022 was a reduction of 29 basis points.

Additional loss absorbing capacity

On 2 December 2021, APRA announced a requirement

for D-SIBs (including Westpac) to increase their total

capital requirements by 4.5 percentage points of RWA

under the current capital adequacy framework to be

met by 1 January 2026. The additional total capital is

expected to be met through additional Tier 2 Capital. In

our funding, this increase in total capital is likely to be

offset by a decrease in long-term wholesale funding.

Westpac significant developments - New Zealand

Reviews required under section 95 of the Banking

(Prudential Supervision) Act 1989

On 23 March 2021, the Reserve Bank of New Zealand

(RBNZ) issued two notices to Westpac New Zealand

Limited (WNZL) under section 95 of the Banking

(Prudential Supervision) Act 1989 (NZ) requiring WNZL

to supply two external reviews to the RBNZ (the Risk

Governance Review and the Liquidity Review). These

reviews only applied to WNZL and not to Westpac in

Australia or its New Zealand branch.

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SHAREHOLDER INFORMATION

Information on Westpac

The Risk Governance Review related to the

effectiveness of WNZL’s risk governance, with a focus

on the role played by the WNZL Board. This review was

undertaken by Oliver Wyman Limited (Oliver Wyman)

and completed in November 2021. The review identified

deficiencies in WNZL’s risk governance practices

and operations which impacted the WNZL Board’s

effectiveness in governing risk.

WNZL has a programme of work underway to address

the issues raised, which is being overseen by the WNZL

Board. WNZL has engaged Oliver Wyman to provide

independent assurance that WNZL’s remediation has

been delivered to an appropriate standard. WNZL is

making good progress with this programme of work.

The Liquidity Review related to the effectiveness of

WNZL’s actions to improve liquidity risk management

and the associated risk culture. This followed previously

identified breaches of the RBNZ’s Liquidity Policy

(BS13) and non-compliances with condition of

registration 14 identified through the RBNZ’s liquidity

thematic review. This review was undertaken by

Deloitte Touche Tohmatsu (Deloitte) and completed in

May 2022. The review found that WNZL had improved

its liquidity control environment and had made

improvements to its associated risk culture. The review

did not identify any material control gaps or issues and

made some recommendations for improvement, which

are being implemented as part of WNZL’s continuous

improvement activity.

From 31 March 2021, the RBNZ amended WNZL’s

conditions of registration, requiring WNZL to discount

the value of its liquid assets by approximately 14%.

From 15 August 2022, the RBNZ reduced the overlay

to approximately 7%, which at 30 September 2022 was

NZ$1.489 billion. The overlay will remain in place until

the RBNZ is satisfied that control assurance work has

been completed.

Technology programme

Separate to the section 95 reviews outlined above,

WNZL has also committed to the RBNZ and Financial

Markets Authority (FMA) to address its technology

issues, and engaged Deloitte to monitor progress.

While work has been underway to address these issues

for some time, more work is required to meet WNZL’s

expectations and those of the regulators.

Reserve Bank’s Outsourcing Policy

Condition of registration 22 requires WNZL to comply

with those provisions of the RBNZ’s Outsourcing Policy

that are currently in force, and to be fully compliant

with all provisions of the policy by 1 October 2023.

WNZL is continuing to undertake a large-scale, multi-

year, complex programme of work to become fully

compliant by the compliance date. WNZL continuously

monitors its progress and, while it considers that it

has a pathway to achieve compliance, significant risks

remain in relation to the delivery of its plan by the

compliance date.

RBNZ review of overseas bank branches

On 20 October 2021, the RBNZ announced it is

reviewing its policy for branches of overseas banks

(including Westpac Banking Corporation’s New Zealand

branch), with a view to creating a simple, coherent

and transparent policy framework for branches of

overseas banks. On 24 August 2022, the RBNZ released

a second and final consultation paper, outlining its

preferred approach to the regulation of branches,

including:

• restricting overseas bank branches to engaging in

wholesale business only (meaning they could not

take retail deposits or offer products or services to

retail customers), and limiting the maximum size of

a branch to NZ$15 billion in total assets; and

• requiring dual-registered branches (such as

Westpac’s New Zealand branch), to only conduct

business with customers with a turnover greater

than NZ$50 million. In addition, the branch must be

sufficiently separate from the relevant subsidiary

with any risks mitigated by specific conditions of

registration.

The consultation period closes on 16 November 2022.

Deposit Takers Bill

The Deposit Takers Bill 2022 was introduced into the

New Zealand Parliament on 22 September 2022. If

passed, the Bill will create a single regulatory regime

for banks and non-bank deposit takers in New Zealand

and introduce a depositor compensation scheme to

protect up to NZ$100,000 per eligible depositor, per

institution, if a payout event is triggered. The scheme is

expected to be fully funded by levies and with a Crown

backstop. If the Bill is passed, initial implementation

of the depositor compensation scheme is expected in

early 2024, with the remainder of the Bill following the

development of secondary legislation.

General regulatory changes affecting our businesses

Enhanced breach reporting regime

From 1 October 2021, we commenced operating under

the enhanced Australian Securities and Investments

Commission (ASIC) breach reporting regime that

applies to Australian financial services licensees and

credit licensees. The expanded reporting regime has

led to a significant increase in our breach reporting

to ASIC, and is consistent with the trend across the

financial services sector.

Reforms to critical infrastructure laws and cyber resilience

The Security of Critical Infrastructure Act 2018 (Cth)

has been amended to strengthen the security and

resilience of critical infrastructure. This includes critical

infrastructure assets used to provide banking and

financial services. As a result of these amendments, the

financial services sector is subject to new obligations

relating to the security of its critical infrastructure

assets. This includes obligations to:

• report operational, interest and control information

in respect of specified critical infrastructure assets

(where applicable) to the Register of Critical

Infrastructure Assets; and

• notify the Australian Cyber Security Centre of cyber

security incidents that impact critical infrastructure

assets.

WESTPAC GROUP 2022 ANNUAL REPORT 100
Information on Westpac

The Act also gives the Government extensive powers

to provide assistance in responding to cyber security

threats. This includes the power to issue directions to

take action (or refrain from taking action) in response

to an incident, or as a last resort option, to intervene in

the defence of an asset from a cyber threat.

In addition, APRA, ASIC, and the Australian

Government have continued their focus on cyber

resilience, given the increasing number of cyber-related

incidents. APRA is seeking to ensure that regulated

entities improve their cyber resilience practices and

has been focusing on the effective implementation

of Prudential Standard CPS 234 Information Security.

We continue to enhance our systems and processes

to mitigate cyber security risks, including in relation to

third parties.

Proposed reforms to the Privacy Act

The Australian Attorney-General’s Department is

continuing to review the Privacy Act 1988 (Cth) with

a view to implementing reforms to better empower

consumers, protect their data and support the

digital economy. As part of this review, earlier this

year the Attorney-General’s Department received

public submissions on its discussion paper regarding

proposed reforms to the Privacy Act. While its

final report, containing recommended reforms for

consideration by the government is yet to be released,

the Attorney-General has indicated it wants new

legislation drafted this year and expressed particular

concerns around data retention. We are awaiting the

final report.

In the meantime, the Federal Government has

introduced into Parliament the Privacy Legislation

Amendment (Enforcement and Other Measures) Bill

2022. If the Bill is enacted, the Privacy Act will be

amended to include:

• a significant increase in penalties for serious or

repeated breaches of privacy for bodies corporate

from the current $2.22 million to the greater of $50

million, three times the value of the benefit obtained

through any contravention, or 30% of adjusted

turnover during the breach period (if a court cannot

determine the value of the benefit obtained); and

• greater enforcement and information sharing

powers for the Australian Information Commissioner,

such as expanding the types of declarations it could

make at the conclusion of an investigation.

Proposed amendments to Unfair Contract Terms Laws

On 27 October 2022, the Treasury Laws Amendment

(More Competition, Better Prices) Bill 2022 (Cth) was

passed by both Houses of Parliament. The Bill amends

the Competition and Consumer Act 2010 (Cth) (and

the Australian Securities and Investments Commission

Act 2001 (Cth)) to broaden the scope of existing unfair

contract terms laws and make such terms illegal, and

significantly increase the maximum civil penalties for

contraventions. The civil penalties for corporations

will increase to the greater of $50 million; three times

the value of the benefit obtained; or where the value

of the benefit cannot be determined, 30% of adjusted

turnover during the breach period. For individuals,

the civil penalties will increase to $2.5 million. The

increased penalties will take effect the day after Royal

Assent, while the remaining reforms will commence 12

months later. We are considering the potential impacts

of the proposed amendments.

Focus on superannuation

On 31 August 2022, APRA released results for its

second annual performance assessment (APA) test.

The BT Super/Super for Life MySuper product failed

the test for the second time and Westpac’s default

superannuation fund for Westpac Group employees,

BT Super for Life – Westpac Group Plan MySuper also

failed for the first time. The BT Trustee has notified

relevant members of this outcome. The 2022 APA

was based on a combined eight-year performance

of the products. As the BT Super/Super for Life

MySuper product has failed the annual performance

test a second time, the BT trustee cannot accept new

MySuper members into this product until it passes

a subsequent annual performance test and APRA

permits reopening of the product to new members.

The BT Super/Super for Life products were closed to

new members in August 2022. The Westpac Group

Plan remains open to new members. Consistent with

its obligations and APRA’s expectations, in advance of

receiving the second APA result and after conducting a

robust process, the BT Trustee determined that subject

to a number of conditions being satisfied, the transfer

of corporate and personal super members (non-

platform) and their assets to the Mercer Super Trust is

in members’ best financial interests. This transfer, which

applies to the members and assets of the BT Super/

Super for Life and Westpac Group Plan products, is

expected to occur in the first half of 2023.

Litigation and regulatory proceedings

Our entities are parties from time to time in legal

proceedings arising from the conduct of our business.

Material legal proceedings are described below and as

required in Note 26 to the financial statements.

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SHAREHOLDER INFORMATION

Information on Westpac

Fraud

Westpac’s proceedings against Forum Finance Pty Ltd

We continue to support external administrators

appointed to companies associated with the directors

of Forum Finance Pty Ltd and to pursue certain of our

legal rights to preserve fraudulently obtained funds,

with a view to making some recovery. We obtained

asset freezing and search orders to seek to preserve

available assets and relevant information, and continue

to assist New South Wales Police.

Completed matters

During 2022, a number of litigation matters have been

finalised, including:

ASIC’s consumer credit insurance proceedings

On 7 April 2021, ASIC commenced proceedings in

the Federal Court against Westpac in relation to the

sale of consumer credit insurance (CCI) products to

certain customers who ASIC alleged had not requested

this product. Westpac ceased selling CCI products in

2019. On 7 April 2022, the Federal Court made orders,

as agreed between Westpac and ASIC, and ordered

Westpac to pay a $1.5 million penalty.

Regulatory matters agreed between Westpac and ASIC

On 30 November 2021, Westpac announced that it had

reached agreement with ASIC to resolve six separate

longstanding matters through agreed civil penalty

proceedings in the Federal Court. These matters

followed regulatory investigations conducted by ASIC,

many instigated by self-reporting of issues by Westpac.

Westpac and ASIC agreed proposed penalties for each

of the proceedings, totalling $113 million, plus agreed

costs, which were subsequently ordered by the Court

and have been paid.

Regulatory proceedings

Information on ASIC’s civil proceedings against

Westpac relating to interest rate hedging activity in

relation to the 2016 Ausgrid privatisation transaction is

set out in Note 26 to the financial statements.

Class actions

Information relating to class actions (including settled

class actions and potential class actions) is set out in

Note 26 to the financial statements.

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FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Group

performance

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Review of Group operations

Income statement review

Balance sheet review

Capital resources

Segment reporting

Consumer and Business Banking

Consumer

Business

Westpac Institutional Bank

Westpac New Zealand

Specialist Businesses

Group Businesses

Risk and risk management

Risk management

Risk factors

Sustainability

Sustainability governance and risk management

TCFD Index

Non-financial summary

Other Westpac business information

WESTPAC GROUP 2022 ANNUAL REPORT 104
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Disclosure regarding forward-looking statements

This Annual Report contains statements that constitute ‘forward-looking statements’ within the meaning of

Section 21E of the US Securities Exchange Act of 1934.

Forward-looking statements are statements that are not historical facts. Forward-looking statements appear in a

number of places in this Annual Report and include statements regarding our intent, belief or current expectations

with respect to our business and operations, macro and micro economic and market conditions, results of

operations and financial condition, capital adequacy and risk management, including, without limitation, future

loan loss provisions and financial support to certain borrowers, forecasted economic indicators and performance

metric outcomes, indicative drivers, climate- and other sustainability-related statements, commitments, targets,

projections and metrics, and other estimated and proxy data.

Words such as ‘will’, ‘may’, ‘expect’, ‘intend’, ‘seek’, ‘would’, ‘should’, ‘could’, ‘continue’, ‘plan’, ‘estimate’,

‘anticipate’, ‘believe’, ‘probability’, ‘indicative’, ‘risk’, ‘aim’, ‘outlook’, ‘forecast’, ‘assumption’, ‘projection’, ‘target’,

‘goal’, ‘guidance’, ‘ambition’, or other similar words, are used to identify forward-looking statements. These

statements reflect our current views on future events and are subject to change, certain known and unknown

risks, uncertainties and assumptions and other factors which are, in many instances, beyond our control (and

the control of our officers, employees, agents, and advisors), and have been made based on management’s

expectations or beliefs concerning future developments and their potential effect upon Westpac.

Forward-looking statements may also be made, verbally or in writing, by members of Westpac’s management or

Board in connection with this Annual Report. Such statements are subject to the same limitations, uncertainties,

assumptions and disclaimers set out in this document.

There can be no assurance that future developments or performance will align with our expectations or that the

effect of future developments on us will be those anticipated. Actual results could differ materially from those we

expect or which are expressed or implied in forward-looking statements, depending on various factors including,

but not limited to:

• information security breaches, including cyber attacks

• the effect of, and changes in, laws, regulations, taxation or accounting standards or practices, and government

and central bank monetary policies, particularly changes to liquidity, leverage and capital requirements

• regulatory investigations, reviews and other actions, inquiries, litigation, fines, penalties, restrictions or other

regulator-imposed conditions, including from our actual or alleged failure to comply with laws, regulations or

regulatory policy

• the effectiveness of our risk management practices, including our policies, processes, systems and employees

• changes to the external business environment, including geopolitical, social or environmental risks, events or

changes in countries in which Westpac or its customers or counterparties operate

• climate-related risks (including physical and transition risks) that may arise from initiatives and trends

associated with climate change mitigation (including Westpac’s ambition to become a net-zero, climate

resilient bank)

• the failure to comply with financial crime obligations, which has had, and could further have, adverse effects

on our business and reputation

• internal and external events which may adversely impact our reputation

• reliability and security of Westpac’s technology and risks associated with changes to technology systems

• litigation and other legal proceedings and regulator investigations and enforcement actions

• the stability of financial systems and disruptions to financial markets and any losses or business impacts we or

our customers or counterparties may experience

• market volatility, including uncertain conditions in funding, equity and asset markets

• the incidence of inadequate capital levels under stressed conditions

• changes in economic conditions, consumer spending, saving and borrowing habits in Australia, New Zealand

and other countries in which we or our customers or counterparties operate and our ability to maintain or to

increase market share, margins and fees, and control expenses

• adverse asset, credit or capital market conditions or an increase in defaults, impairments and provisioning

because of a deterioration in economic conditions

• sovereign risks, including the risk that governments will default on their debt obligations, fail to perform

contractual obligations, or be unable to refinance their debts

• changes to Westpac’s credit ratings or the methodology used by credit rating agencies

• the effects of competition in the areas in which we operate

• operational risks resulting from ineffective processes and controls

• levels of inflation, interest rates, exchange rates and market and monetary fluctuations and volatility

• poor data quality, data availability or data retention

• strategic decisions including diversification, innovation, divestment, acquisitions, expansion activity and integration

• changes to our critical accounting estimates and judgements and changes to the value of our intangible assets

• and various other factors beyond Westpac’s control.

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The above list is not exhaustive. For certain other factors that may impact on forward-looking statements made

by Westpac, refer to ‘Risk factors’ in this Annual Report. When relying on forward-looking statements to make

decisions with respect to Westpac, investors and others should carefully consider the foregoing factors and other

uncertainties and events.

Except as required by law, we assume no obligation to revise or update any forward-looking statements in this

Annual Report, whether from new information, future events, conditions, or otherwise, after the date of this

Annual Report.

Further important information regarding climate change and sustainability-related statements

This Annual Report contains forward-looking statements and other representations relating to environment,

social and governance (ESG) topics, including but not limited to climate change, net-zero, climate resilience,

natural capital, emissions intensity and other sustainability related statements, commitments, targets, projections,

scenarios, risk and opportunity assessments, pathways, forecasts, estimated projections and other proxy data.

These are subject to known and unknown risks, and there are significant uncertainties, limitations, risks and

assumptions in the metrics and modelling on which these statements rely.

In particular, the metrics, methodologies and data relating to climate and sustainability are rapidly evolving and

maturing, including variations in approaches and common standards in estimating and calculating emissions, and

uncertainty around future climate- and sustainability-related policy and legislation. There are inherent limits in

the current scientific understanding of climate change and its impacts. Some material contained in this Annual

Report may include information including, without limitation, methodologies, modelling, scenarios, reports,

benchmarks, tools and data, derived from publicly available or government or industry sources that have not

been independently verified. No representation or warranty is made as to the accuracy, completeness or reliability

of such information. There is a risk that the estimates, judgements, assumptions, views, models, scenarios or

projections used may turn out to be incorrect. These risks may cause actual outcomes, including the ability to

meet commitments and targets, to differ materially from those expressed or implied in this Annual Report. The

climate- and sustainability-related forward-looking statements made in this Annual Report are not guarantees

or predictions of future performance and Westpac gives no representation, warranty or assurance (including as

to the quality, accuracy or completeness of these statements), nor guarantee that the occurrence of the events

expressed or implied in any forward-looking statement will occur. There are usually differences between forecast

and actual results because events and actual circumstances frequently do not occur as forecast and these

differences may be material. Westpac will continue to review and develop its approach to ESG as this subject

area matures.

Currency of presentation, exchange rates and certain definitions

In this Annual Report, ‘financial statements’ means our audited consolidated balance sheets as at

30 September 2022 and 30 September 2021 and income statements, statements of comprehensive income,

changes in equity and cash flows for each of the years ended 30 September 2022, 2021 and 2020 together with

accompanying notes which are included in this Annual Report.

Our financial year ends on 30 September. As used throughout this Annual Report, the financial year ended

30 September 2022 is referred to as 2022 and other financial years are referred to in a corresponding manner.

We publish our consolidated financial statements in Australian dollars. In this Annual Report, unless otherwise

stated or the context otherwise requires, references to ‘dollars’, ‘dollar amounts’, ‘$’, ‘AUD’ or ‘A$’ are to Australian

dollars and references to ‘NZ$’, ‘NZD’ or ‘NZ dollars’ are to New Zealand dollars. The Australian dollar equivalent

of New Zealand dollars at 30 September 2022 was A$1.00 = NZ$1.1355, being the closing spot exchange rate on

that date.

Any discrepancies between totals and sums of components in tables contained in this Annual Report are due

to rounding.

Selected consolidated financial and operating data

We have derived the following selected financial information, as of, and for the financial years ended,

30 September 2022, 2021 and 2020 from our consolidated financial statements and related notes.

This information should be read together with our audited consolidated financial statements and the

accompanying notes included elsewhere in this Annual Report.

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WESTPAC GROUP 2022 ANNUAL REPORT 106
Review of Group operations

Accounting standards

The financial statements and other financial information included elsewhere in this Annual Report, unless

otherwise indicated, have been prepared and presented in accordance with Australian Accounting Standards

(AAS). Compliance with AAS ensures that the financial statements also comply with International Financial

Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

The financial statements have been prepared in accordance with the accounting policies described in the Notes to

the financial statements.

Recent accounting developments

For a discussion of recent accounting developments refer to Note 1 to the financial statements.

Critical accounting assumptions and estimates

Applying the Group’s accounting policies requires the use of judgement, assumptions and estimates which

impact the financial information. Note 1 (b) includes details of the areas of our critical accounting assumptions

and estimates and a reference to the relevant note in the financial statements providing further information. Each

of the assumptions and estimates have been discussed at our Board Audit Committee (BAC). The following is a

summary of the areas involving our most critical accounting estimates.

• Note 7 Income tax

• Note 11 Provisions for expected credit losses (ECL)

• Note 23 Fair values of financial assets and financial liabilities

• Note 25 Intangible assets

• Note 26 Provisions, contingent liabilities, contingent assets and credit commitments

• Note 33 Superannuation commitments

Impact of climate-related risks

The Group has considered the impact of climate-related risks on its financial position and performance and while

the effects of climate change represent a source of uncertainty, the Group has concluded that climate-related risks

do not have a material impact on the judgements, assumptions and estimates for the year ended 30 September

2022. Details of provision for ECL overlays held in relation to physical climate-related risk are provided in Note 11.

Impact of COVID-19

The Group has considered the impact of the COVID-19 pandemic on the assumptions and estimates impacting the

financial statements for the year ended 30 September 2022. The key areas requiring judgement include:

• ECL; and

• recoverable amount assessments of intangible assets.

As there is a higher than usual degree of uncertainty associated with these assumptions and estimates, the actual

outcomes may differ significantly which may impact accounting estimates included in these financial statements.

Review of Group

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Income statement review

Consolidated income statement and key financial information

1


(in $m unless otherwise indicated)

Income statements for the years ended 30 September202220212020

Net interest income 17,161 16,858 16,696

Net fee income 1,671 1,482 1,592

Net wealth management and insurance income 808 1,211 751

Trading income 664 719 895

Other (loss)/income(698) 952 249

Net operating income before operating expenses and impairment charges 19,606 21,222 20,183

Operating expenses(10,802)(13,311)(12,739)

Impairment charges(335) 590 (3,178)

Profit before income tax 8,469 8,501 4,266

Income tax expense(2,770)(3,038)(1,974)

Profit attributable to non-controlling interests (NCI)(5)(5)(2)

Net profit attributable to owners of Westpac Banking Corporation (WBC) 5,694 5,458 2,290

Key financial ratios

Shareholder value

Fully franked dividends per ordinary share (cents) 125 118 31

Dividend payout ratio (%)

2

76.79 79.25 48.87

Basic earnings per share (cents)

3

159.9 149.4 63.7

Diluted earnings per share (cents)

4

152.4 137.8 63.7

Weighted average number of ordinary shares (millions) 3,559 3,653 3,590

Net tangible assets per ordinary share ($)

5

17.18 16.90 15.67

Return on average ordinary equity (%)

6

8.10 7.70 3.37

Return on average total equity (%)

7

8.10 7.70 3.36

Share price ($):

High 26.44 27.12 29.81

Low 18.80 16.51 13.47

Close 20.64 26.00 16.84

Business performance

Net interest margin (%)

8

1.93 2.06 2.03

Operating expenses to operating income ratio (%) 55.10 62.72 63.12

Return on average assets (%)

9

0.58 0.60 0.25

Capital adequacy

Total equity to total assets (%) 7.00 7.70 7.50

Average total equity to total average assets (%) 7.21 7.83 7.40

APRA Basel III:

Common equity Tier 1 (%) 11.29 12.32 11.13

Tier 1 ratio (%) 13.39 14.65 13.23

Total capital ratio (%) 18.40 18.86 16.38

Credit quality

10

Loans written off (net of recoveries) 745 594 977

Loans written off (net of recoveries) to average loans (basis points) 10 8 14

Net impaired assets to equity and collectively assessed provisions (%) 1.06 1.28 2.21

Total provisions for expected credit losses (ECL) to total loans (basis points) 62 70 88

1. Where accounting classifications have changed or where

changes in accounting policy are adopted retrospectively,

comparatives have been restated and may differ from results

previously reported.

2. Adjusted for Treasury shares.

3. Based on weighted average number of fully paid ordinary shares.

4. Basic earnings per share adjusted for the impact of dilutive

potential ordinary shares.

5. Total equity attributable to owners of Westpac Banking

Corporation, after deducting intangible assets divided by the

number of ordinary shares outstanding, less Treasury shares.

6. Calculated by dividing net profit attributable to owners of

Westpac Banking Corporation (adjusted for RSP dividends) by

average ordinary equity.

7. Calculated by dividing net profit attributable to owners of

Westpac Banking Corporation (adjusted for RSP dividends) by

average ordinary equity and non-controlling interests.

8. Calculated by dividing net interest income by average interest

earning assets.

9. Calculated by dividing net profit attributable to owners of

Westpac Banking Corporation by average total assets.

10. Includes balances classified as held for sale.

Review of Group

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WESTPAC GROUP 2022 ANNUAL REPORT 108
Review of Group operations

Overview of performance – 2022 v 2021

Net profit attributable to owners of Westpac Banking Corporation (WBC) for 2022 was $5,694 million, an increase

of $236 million or 4% compared to 2021. Basic earnings per share increased 7% as net profit after tax increased

and the average share count reduced 3% following the $3.5 billion share buy-back.

The increase in net profit was predominantly due to reduction in expenses, partly offset by lower non-interest

income mainly from the loss on sale of Australian life insurance and higher credit impairment charges. Over recent

years, Westpac has incurred certain items that have been called “notable items”. The net after tax reduction in net

profit for these items was $1,292 million in 2022 compared to $1,601 million in 2021, $309 million lower and these

include:

• Provisions for estimated customer refunds, payments, associated costs and litigation;

• The write-down of assets and expenses from reducing our corporate and branch footprint; and

• The impact of asset sales and revaluations.

The following is a summary of the movements in major line items in net profit for 2022 compared to 2021.

Net interest income increased $303 million or 2% over 2022 with increased lending and deposits partly offset by

a 13 basis point reduction in net interest margin. Average interest earning assets increased 8%, while spot lending

increased 4% with growth in owner-occupied mortgages, small business, and institutional lending. Customer

deposits increased 6% over the year, more than fully funding loan growth contributing to an increase in the customer

deposit to loan ratio to 82.9%.

All the decline in net interest margin was in the first half of the year from the impact of low interest rates and lending

competition. While competition continued through the year, rising interest rates assisted in restoring margins in the

second half of the year from improved returns on capital and low-rate deposits and better deposit spreads.

Through the year, the decrease in net interest margin was due to:

• Lower spreads on mortgages and business lending reflecting intense competition; and

• Margin dilution from $48 billion increase in average liquid assets to meet the need for additional high quality

liquid assets following the scheduled reduction of the Reserve Bank of Australia’s committed liquidity facility

(CLF). Funding and holding liquid assets are more expensive than the cost of the CLF; partly offset by

• Increased deposit spreads which contributed 21 basis points to net interest margin; and

• Increase of $443 million on unrealised gains on fair value movements of non-hedge accounted economic

hedges in 2022.

Non-interest income was $1,919 million lower compared to 2021. The decrease was predominantly due to:

• Lower other income from the net loss on disposal of non-core businesses in 2022 mainly driven by the loss on

the sale of our Australian life insurance business of $1,112 million. There was a net gain in 2021 of $188 million

from non-core asset sales;

• Lower contribution from NZ life insurance and Australian life insurance businesses of $287 million following

their sales in 2022 and the impact of unfavourable valuations; and

• Lower general and lenders mortgage insurance income by $185 million as these businesses were sold in 2021;

partly offset by

• Lower remediation costs which were offset against revenue of $256 million.

Operating expenses were $2,509 million or 19% lower compared to 2021. The decrease was mainly due to:

• Lower asset write-downs of $1,023 million;

• A reduction in depreciation and amortisation of assets of $450 million following write-downs in 2021;

• Reduced use of third-party services;

• Lower staff expenses of $168 million from lower FTE, partly offset by increased superannuation and higher

restructuring costs;

• Lower separation costs associated with the sale of businesses; and

• Lower remediation costs of $296 million.

Credit impairment charges were $335 million in 2022, compared to a credit impairment benefit of $590 million

in 2021. The charge in 2022 represented 5 basis points of gross loans and is still well below long-term historical

averages. The impairment benefit in 2021 reflected the release of provisions following an improved economic

outlook. The charge in 2022 reflected:

• Impact of higher inflation, interest rates rising and expectation of slowing economic activity; partly offset by

• Impact of further improvement in credit quality metrics through the year including a reduction in stressed

exposures.

The effective tax rate was 32.7% in 2022 and was above the corporate tax rate of 30% due to some non-

deductible expenses including the loss on sale of our Australian life insurance business. The effective tax rate was

also high in 2021 due to non-deductible items including goodwill write-downs.

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Review of Group operations

The Board has determined a final dividend of 64 cents per ordinary share. The full year ordinary dividends of

$1.25 is higher than the ordinary dividends declared in 2021 and represents a payout ratio of 76.79%. The full year

ordinary dividend is fully franked.

Income statement review – 2022 v 2021

Net interest income – 2022 v 2021

$m202220212020

Interest income 23,251 22,278 27,047

Interest expense(6,090)(5,420)(10,351)

Net interest income 17,161 16,858 16,696

Increase/(decrease) in net interest income

Due to change in volume 199 31 496

Due to change in rate 104 131 (707)

Change in net interest income 303 162 (211)

Net interest income increased $303 million or 2% compared to 2021 with higher lending and deposits offset by

lower margins. Key features include:

• Group net interest margin decreased 13 basis points to 1.93%. Refer to Interest spread and margin – 2022 v

2021 for primary drivers of margin movement.

Total loans (including held for sale) increased $28.8 billion or 4% compared to 30 September 2021. Excluding

foreign currency translation impacts, total loans increased $35.1 billion, or 5%.

Key features of total loan movements were:

• Australian housing loans increased $11.8 billion or 3% due to growth in the owner occupied lending, partly

offset by decline in investor lending. Through the year we grew at 0.5 times major bank system, with relative

performance improving in 2H22;

• Australian personal lending decreased $1.9 billion or 13% with lower personal loan balances, continuing the

structural decline in this form of lending across the system, whilst the auto finance portfolio continues to run

off following the sale of the business;

• Australian business lending was $22.2 billion higher or 15% from increased activity from WIB customers,

including merger and acquisition activity and higher utilisation of existing credit facilities. The business lending

segment grew $6.5 billion or 8%, with most growth across the commercial property and agriculture sectors;

• New Zealand lending increased $4.4 billion or 5% in $NZ terms from higher housing due to improved

processes and higher approval rates. Business lending was higher from growth in small business and

institutional, while personal lending was lower due to a highly competitive environment; and

• Held for sale assets were zero from March 2022 as we completed the sale of our auto finance portfolio in

December 2021.

Deposits and other borrowings excluding certificates of deposit increased $32.5 billion or 6% compared to

30 September 2021 due to generally supportive macroeconomic settings, more than fully funding loan growth for

the year. Excluding foreign currency translation impacts, customer deposits increased $36.9 billion, or 6%.

Key features of deposits and other borrowings excluding certificates of deposit growth were:

• In Australia, deposits increased $34.6 billion or 7%. Aggregate growth has continued to be supported by high

levels of system liquidity. Through the year, the composition of growth followed the change in the interest rate

cycle. With rates low throughout First Half 2022, most deposits were directed to at call accounts. As interest

rates increased customers responded by diverting funds to higher interest term deposit accounts;

• New Zealand deposits increased $2.0 billion or 3% in $NZ terms with a change in portfolio mix to higher rate

term deposit products from at call, as interest rates increased; and

• Other overseas deposits increased $1.7 billion or 25% mostly in WIB, as term deposits in Europe and Asia

increased $1.4 billion to support lending growth.

Certificates of deposit decreased $0.3 billion or 1% reflecting lower short-term wholesale funding issuance in

this form.

The Group's customer deposit to loan ratio ended the year at 82.9% from 81.6% at 30 September 2021.

WESTPAC GROUP 2022 ANNUAL REPORT 110
Review of Group operations

Interest spread and margin – 2022 v 2021

$m202220212020

Group

Net interest income 17,161 16,858 16,696

Average interest earning assets 886,971 819,456 821,718

Average interest bearing liabilities 802,692 736,336 745,641

Average net non-interest bearing assets, liabilities and equity 84,279 83,120 76,077

Interest spread

1

1.86% 1.98% 1.90%

Benefit of net non-interest bearing assets, liabilities and equity

2

0.07% 0.08% 0.13%

Net interest margin

3

1.93% 2.06% 2.03%

Group net interest margin of 1.93% decreased 13 basis points from 2021. Excluding the impact of notable items,

net interest margin decreased 15 basis point. Key features include:

• 30 basis point decrease from loans primarily due to lower spreads on mortgage lending in Australia, from

both competition and growth in lower spread owner occupied lending. While rates on fixed rate mortgages

increased over the year, this did not match the timing of the rise in funding costs, and spreads on fixed rate

mortgages are below those on variable rate mortgages. Business lending spreads were also lower due to

competition to attract and retain customers;

• 21 basis point increase from higher deposit spreads on at call accounts and higher earnings on hedged

deposits. These improvements were partly offset in Second Half 2022 by a mix shift from higher spread at call

balances to relatively lower spread term deposits, predominantly in the Consumer and Business portfolios in

Australia and New Zealand;

• 2 basis point increase from wholesale funding costs as spreads on new term wholesale funding were lower

than the spreads on maturing facilities;

• 2 basis point increase from capital primarily from higher earnings on hedged capital; and

• 10 basis point decrease from liquid assets as we increased third party liquid assets principally to offset the

phasing out of the CLF.

Non-interest income - 2022 v 2021

$m202220212020

Net fee income 1,671 1,482 1,592

Net wealth management and insurance income 808 1,211 751

Trading income 664 719 895

Other income(698) 952 249

Non-interest income 2,445 4,364 3,487

Non-interest income of $2,445 million decreased $1,919 million or 44% compared to 2021.

Net fee income increased $189 million or 13% primarily resulting from:

• Higher interchange and currency fees from increased international spend and higher cards activity as

COVID-19 restrictions eased; and

• Lower remediation provisions for credit card customers in 2022, partly offset by

• Lower fee income due to simplification initiatives including the removal of certain fees and consolidation of

products.

• Net wealth management and insurance income decreased $403 million, or 33% compared to 2021 primarily

resulting from:

• Unfavourable yield curve movements on Life Insurance policyholder liabilities;

• Lower wealth income from continued migration of customers from legacy platforms to lower fee Panorama

platform;

• Lower New Zealand funds management income from fee reductions as part of industry changes in default

KiwiSaver funds from December 2021;

• Higher Life Insurance claims; and

• Loss of revenue following sale of the Australian life insurance business.

1. Interest spread is the difference between the average yield on all interest earning assets and the average yield on all interest

bearing liabilities.

2. The benefit of net non-interest bearing assets, liabilities and equity is determined by applying the average yield paid on all interest

bearing liabilities to the average level of net non-interest bearing funds as a percentage of average interest earning assets.

3. Net interest margin is calculated by dividing net interest income by average interest earning assets.

Review of Group

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Trading income decreased $55 million or 8% compared to 2021 primarily due to:

• Lower contribution from derivative valuation adjustments due to widening counterparty credit spreads

($185 million); and

• Lower non-customer markets income primarily due to lower fixed income trading from interest rate volatility,

global inflationary pressures and geopolitical uncertainty on credit spreads; partly offset by

• Increase in customer markets income from higher demand for corporate derivatives in First Half 2022 and

higher FX trading income due to increase market volatility.

Other income decreased $1,650 million primarily due:

• Loss on sale of Australian life insurance in Second Half 2022;

• A gain on the revaluation of Coinbase in the prior year;

• A gain on the sale of Westpac General Insurance in the prior year;

• Non-repeat gain on sale of NZ wealth business and lower revaluations of fintech investments, partly offset by

• One-off payment related to achieving specific milestones under the General Insurance distribution

arrangement.

Operating expenses – 2022 v 2021

$m202220212020

Staff expenses 5,866 6,034 5,015

Occupancy expenses 914 1,226 1,016

Technology expenses 2,282 3,128 2,643

Other expenses 1,740 2,923 4,065

Total operating expenses 10,802 13,311 12,739

Total operating expenses to net operating income ratio (%) 55.10% 62.72% 63.12%

Operating expenses were $2,509 million or 19% lower compared to 2021. Notable items include:

• write-down of assets and costs related to accelerated branch closures ($1,054 million lower);

• costs associated with estimated customer refunds, payments, costs and litigation ($345 million lower);

• asset sales and revaluations ($327 million lower);

Excluding the impact of notable items, operating expenses were $783 million or 7% lower compared to Full

Year 2021. The decline mainly reflects benefits from our transformation program, businesses sold and lower

amortisation expense. The impact of businesses sold was a $73 million decline over the prior year. The following

discussion excludes the impact of notable items.

FTE were 2,667 lower over the year as we completed changes to our organisational structure, sold additional

businesses and progressed our cost plans.

Staff expenses were $15 million higher (flat) as reductions in FTE were partly offset by wage increases, the full

period impact of increased superannuation contributions, higher restructuring costs and increased variable

reward. Staff expenses were higher in Westpac New Zealand to support risk and compliance projects, and in

our mortgage operations to support higher growth. These increases were offset by lower leave provisions,

productivity benefits, and lower staff from businesses sold.

Occupancy expenses were $163 million or 17% lower from the rationalisation of corporate sites, lower network

costs from the consolidation of branches and ATM closures (net 119 branches consolidated and 199 ATMs were

closed). Depreciation was also lower following property lease write-downs in Full Year 2021.

Technology expenses decreased $293 million or 12%. The decline was largely driven by lower software

amortisation due to write-downs in Full Year 2021, lower investment spend following a peak in Full Year 2021

and reduced depreciation. Lower investment spend was driven by a decrease in Fix following the completion of

strategic projects during Full Year 2022, which includes 213 of the CORE program’s activities being assessed by

the independent reviewer as complete and effective.

Other expenses decreased $342 million or 19% mainly from lower third-party spend as projects completed during

the year, renegotiation of contracts reduced use of third-party suppliers, and lower non-lending losses.

WESTPAC GROUP 2022 ANNUAL REPORT 112
Review of Group operations

Impairment charges – 2022 v 2021

$m202220212020

Total impairment (benefit)/charges 335 (590) 3,178

Impairment charges to average gross loans (basis points) 5 (8) 45

In Full Year 2022, the impairment charge was $335 million, compared to a Full Year 2021 credit impairment

benefit of $590 million, a $925 million turnaround. The benefit in Full Year 2021 was due to an improved economic

outlook at that time (the impacts of COVID-19 were not as adverse as first projected) and that some provisions

booked in Full Year 2020 were no longer required (and therefore released in Full Year 2021).

Total new IAPs, write-backs and recoveries were $297 million lower due to:

• very low new IAP compared to Full Year 2021, which was impacted by the IAP related to Forum Finance,

partially offset by;

• lower write-backs and recoveries, predominately in Consumer and Business Banking and in New Zealand.

Total new CAPs were a $1,222 million increase mostly due to a lower CAP benefit and write-offs.

Other changes in CAPs in Full Year 2022 was a small benefit, driven by continued improvement in credit quality

metrics, partially offset by:

• an increase in the downside economic scenario weight to 45%;

• an update to modelled economic scenarios for key portfolios; and

• less favourable forward looking economic inputs in the provision calculation.

Income tax expense – 2022 v 2021

$m202220212020

Income tax expense 2,770 3,038 1,974

Tax as a percentage of profit before income tax expense (effective income tax rate) 32.71% 35.74% 46.27%

The effective tax rate of 32.71% in 2022 is above the Australian corporate tax rate of 30%, with the key driver for

the increase in the rate being accounting losses on the sale of the Australian life insurance business that are non-

deductible for tax purposes. This has been partially offset by benefits derived from prior period adjustments.

Review of Group

operations

WESTPAC GROUP
2022 ANNUAL REPORT

113

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Review of Group operations

Balance sheet review

Selected consolidated balance sheet data

1

The detailed components of the balance sheet are set out in the notes to the financial statements.

20222021

As at 30 September$m$m

Cash and balances with central banks 105,257 71,353

Collateral paid 6,216 4,232

Trading securities and financial assets measured at fair value through income statement and investment

securities 100,797 104,518

Derivative financial instruments 41,283 19,353

Loans 739,647 709,784

Assets held for sale 75 4,188

All other assets 20,923 22,449

Total assets 1,014,198 935,877

Collateral received 6,371 2,368

Deposits and other borrowings 659,129 626,955

Other financial liabilities 56,360 50,309

Derivative financial instruments 39,568 18,059

Debt issues 144,868 128,779

Liabilities held for sale 32 837

All other liabilities 6,107 7,411

Total liabilities excluding loan capital 912,435 834,718

Total loan capital 31,254 29,067

Total liabilities 943,689 863,785

Net assets 70,509 72,092

Total equity attributable to owners of WBC 70,452 72,035

NCI 57 57

Total shareholders’ equity and NCI 70,509 72,092

1. Where accounting classifications have changed or where changes in accounting policy are adopted retrospectively, comparatives have

been restated and may differ from results previously reported.

Review of Group

operations

WESTPAC GROUP 2022 ANNUAL REPORT 114
Review of Group operations

Balance sheet review

Total assets increased $78.3 billion or 8% to $1,014.2 billion since September 2021 primarily driven by higher liquid

assets (mainly cash and balances with central banks), derivatives, and loans. Total liabilities increased $79.9 billion

or 9% to $943.7 billion since September 2021 mainly from higher deposits, derivatives, and debt issues. Equity was

lower mostly from the $3.5 billion off-market buy-back completed in February 2022.

Liquid assets increased as we responded to the decision by APRA to wind-down the CLF used by certain

Australian banks to meet their LCR requirement. The wind-down in the CLF required us to hold more funded liquid

assets. This change and the completion of a $3.5 billion off-market share buy-back required additional funding

which was met by customer deposit growth and additional wholesale funding.

Assets – 2022 v 2021

• Cash and balances with central banks increased $33.9 billion or 48% from higher funded liquid assets in

response to the wind-down in the CLF;

• Collateral paid increased $2.0 billion or 47% due to higher collateralised derivative balances;

• Trading securities and other financial assets measured at FVIS and investment securities decreased $3.7 billion

or 4% mainly due to the sale of government investment securities, partly offset by an increase in securities

purchased under agreement to resell;

• Derivative assets increased $21.9 billion or 113% driven by movements in cross currency swaps and foreign currency

forward contracts, partly offset by interest rate swaps due to volatility in exchange rates and interest rates;

• Loans increased $29.9 billion or 4% (including held for sale, loans increased $28.8 billion or 4%). Refer to loan

discussion in Net interest income 2022 v 2021 for further information.

• Assets held for sale decreased $4.1 billion or 98% from the $1 billion sale of our motor vehicle dealer finance

and novated leasing book, and finalising the sales of our life insurance businesses in both Australia and

New Zealand; and

• All other assets decreased $1.5 billion or 7% mostly due to reductions in securities sold not delivered included

in other financial assets and deferred tax assets.

Liabilities and equity – 2022 v 2021

• Collateral received increased $4.0 billion or 169% from higher collateralised derivative balances;

• Deposits and other borrowings increased $32.2 billion or 5%. Refer to deposits and other borrowings

discussion in Net interest income – 2022 v 2021 for further information;

• Other financial liabilities increased $6.1 billion or 12% mainly due to higher securities sold under agreements

to repurchase, securities sold short, and interbank deposits, partly offset by lower securities purchased not

delivered;

• Derivative liabilities increased $21.5 billion or 119% driven by movements in cross currency swaps, foreign

currency forward contracts and interest rate swaps due to volatility in exchange rates and interest rates;

• Debt issues increased $16.1 billion or 12% mainly due to $17.4 billion net issuance and $6.1 billion loss from

foreign currency translation, partly offset by $7.4 billion non-cash adjustments predominantly related to fair

value hedge adjustment gain;

• Loan capital increased $2.2 billion or 8% mainly due to $4.2 billion net issuances of Additional Tier 1 and

Tier 2 instruments and $1.7 billion loss from foreign currency translation, partly offset by $3.7 billion non-cash

adjustments predominantly related to fair value hedge adjustment gain;

• Liabilities held for sale decreased $0.8 billion or 96% from finalising the sales of our life insurance businesses in

both Australia and New Zealand; and

• All other liabilities decreased $1.3 billion or 18% due to lower compliance, regulation and remediation

provisions, lease liability and a decline in valuation of the defined benefit liability.

Equity attributable to owners of Westpac Banking Corporation decreased $1.6 billion or 2% mainly attributable to

the off-market share buy-back, partly offset by retained profits.

Loan quality - 2022 v 2021

Housing and personal loans that were past due can be disaggregated based on days overdue as follows:

Consolidated20222021

$m30-89 days90+ daysTotal30-89 days90+ daysTotal

Loans

Loans - housing 2,319 3,597 5,916 5,373 5,081 10,454

Loans - personal 147 195 342 214 247 461

Total 2,466 3,792 6,258 5,587 5,328 10,915

WESTPAC GROUP
2022 ANNUAL REPORT

115

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Review of Group operations

Capital resources

For details of the Group’s capital resources, including APRA announcements on capital, refer to Note 28 to the

financial statements.

Basel Capital Accord

APRA’s Prudential Standards are generally consistent with the International Regulatory Framework for Banks,

also known as Basel III, issued by the Basel Committee on Banking Supervision (BCBS), except where APRA

has exercised certain discretions. On balance, the application of these discretions acts to reduce capital ratios

reported under APRA’s Prudential Standards relative to the BCBS approach and to those reported in some other

jurisdictions.

Westpac is accredited by APRA to apply advanced models permitted by the Basel III global capital adequacy

regime to the measurement of its regulatory capital requirements. Westpac uses the Advanced Internal Ratings

Based approach for credit risk, the Standardised Measurement Approach (SMA) for operational risk and the

internal model approach for Interest Rate Risk in the Banking Book (IRRBB).

Westpac’s Level 2 regulatory capital ratios as at 30 September are summarised in the table below. As the table

summarises Westpac’s Level 2 regulatory capital structure, the capital amounts shown are not the same as the

Westpac Group’s consolidated financial statements. Westpac’s Pillar 3 Report provides further details regarding

Westpac’s capital structure.

$m20222021

Tier 1 common equity 69,408 70,817

Deductions from common equity(15,465)(17,009)

Total common equity after deductions 53,943 53,808

Additional Tier 1 capital 10,021 10,180

Deductions from Additional Tier 1 capital(25)(25)

Net Tier 1 regulatory capital 63,939 63,963

Tier 2 capital 24,202 18,766

Deductions from Tier 2 capital(243)(361)

Total Tier 2 capital after deductions 23,959 18,405

Total regulatory capital 87,898 82,368

Credit risk 362,098 357,295

Market risk 9,290 6,662

Operational risk 59,063 55,875

Interest rate risk in the banking book 42,782 11,446

Other assets 4,387 5,372

Total risk weighted assets 477,620 436,650

Common Equity Tier 1 capital ratio 11.29% 12.32%

Additional Tier 1 capital ratio 2.10% 2.33%

Tier 1 capital ratio 13.39% 14.65%

Tier 2 capital ratio 5.01% 4.21%

Total regulatory capital ratio 18.40% 18.86%

Review of Group

operations

WESTPAC GROUP 2022 ANNUAL REPORT 116
Segment reporting

Segment reporting

Segment reporting – 2022 v 2021

The accounting standard AASB 8 Operating Segments requires segment results to be presented on a basis

that is consistent with information provided internally to Westpac’s key decision makers. In assessing financial

performance, including segment reporting, we currently use an adjusted AAS measure of performance referred

to as ‘cash earnings’. Cash earnings is viewed as a measure of the level of profit that is generated by ongoing

operations and is therefore typically considered in assessing distributions, including dividends. Cash earnings is

neither a measure of cash flow nor net profit determined on a cash accounting basis, as it includes both cash and

non-cash adjustments to net profit attributable to owners of Westpac Banking Corporation.

A reconciliation of cash earnings to net profit attributable to owners of Westpac Banking Corporation for each

business segment is set out in Note 2 to the Financial Statements.

To determine cash earnings, three categories of adjustments are made to statutory results:

• items that key decision makers at Westpac believe do not reflect ongoing operations;

• items that are not typically considered when dividends are recommended, mainly economic hedging impacts;

and

• accounting reclassifications between individual line items that do not impact statutory results.

The discussion of our segment reporting in this section is presented on a cash earnings basis unless otherwise

stated. Cash earnings is not directly comparable to statutory results presented in other parts of this Annual

Report.

On 17 March 2021, Westpac announced that it was bringing together the leadership of its Consumer and Business

segments into a new Consumer and Business segment. We have updated our reporting and restated comparatives

for this change and changes in the allocations of certain revenue and expense items across segments, to align

with changes in the information presented internally to key decision makers. The key changes include:

• All Australian mortgages (both business and consumer) are now included in the Mortgage line of business

(LOB).

• Revenue sharing ceased from the sale of certain institutional products (i.e. Foreign exchange and interest rate

hedging). This reduces non-interest income across both Consumer and Business segments with all income for

these products recorded in WIB.

• The addition of the share broking business in Consumer from Specialist Businesses.

Outlined below are the cash earnings adjustments to the statutory results:

• fair value (gain)/loss on economic hedges (which do not qualify for hedge accounting under AAS) comprise:

–The unrealised fair value (gain)/loss on hedges of accrual accounted term funding transactions are reversed

in deriving cash earnings as they may create a material timing difference on statutory results but do not

affect the Group’s earnings over the life of the hedge; and

–The unrealised fair value (gain)/loss on foreign exchange hedges of future New Zealand earnings impacting

non-interest income is reversed in deriving cash earnings as they may create a material timing difference on

statutory results but do not affect the Group’s profits over the life of the hedge.

• ineffective hedges: The unrealised (gain)/loss on ineffective hedges is reversed in deriving cash earnings

because the gain or loss arising from the fair value movement in these hedges reverses over time and does not

affect the Group’s profits over time;

• adjustment related to Pendal: Westpac disposed of its holdings in 2020. As a result, no further adjustments will

be recognised in future years. In prior years this item was treated as a cash earnings adjustment given its size

and that it did not reflect ongoing operations;

• Treasury shares: Treasury shares held by the Group in managed funds and life businesses were disposed of in

2020; and

• accounting reclassifications between individual line items that do not impact statutory results comprise:

–Operating leases: Under AAS, rental income on operating leases is presented gross of the depreciation of

the assets subject to the lease. These amounts are offset in deriving non-interest income and operating

expenses on a cash earnings basis; and

–Policyholder tax recoveries: Income and tax amounts that are grossed up to comply with the AAS covering

the Life Insurance business (policyholder tax recoveries) are reversed in deriving income and taxation

expense on a cash earnings basis.

The guidance provided in Australian Securities and Investments Commission (ASIC) Regulatory Guide 230 has

been followed when presenting this information.

WESTPAC GROUP
2022 ANNUAL REPORT

117

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Segment reporting

Cash earnings by segment

The following table presents, for each of the key segments of our business, the cash earnings at the end of the

financial years ended 30 September 2022, 2021 and 2020. Refer to Note 2 to the financial statements for the

disclosure of our geographic and business segments and the reconciliation to net profit attributable to owners

of Westpac Banking Corporation.

$m202220212020

Consumer 3,291 3,707 3,287

Business 918 1,077 88

Consumer and Business Bank 4,209 4,784 3,375

Westpac Institutional Bank 687 (533) 480

Westpac New Zealand 1,075 950 612

Specialist Businesses(723) 162 (539)

Group Businesses 28 (11)(1,320)

Total cash earnings 5,276 5,352 2,608

In presenting segment results on a management reporting basis, internal charges and transfer pricing adjustments

are included in the performance of each segment reflecting the management structure rather than the legal

entity (these results cannot be compared to results for individual legal entities). Where management reporting

structures or accounting classifications have changed, financial results for comparative years have been revised

and may differ from results previously reported.

Our internal transfer pricing frameworks facilitate risk transfer, profitability measurement, capital allocation and

business unit alignment, tailored to the jurisdictions in which we operate. Transfer pricing allows us to measure

the relative contribution of our products and segments to the Group’s interest margin and other dimensions of

performance. Key components of our transfer pricing frameworks are funds transfer pricing for interest rate and

liquidity risk and allocation of basis and contingent liquidity costs, including capital allocation.

WESTPAC GROUP 2022 ANNUAL REPORT 118
Segment reporting

Over recent years, a number of notable items have impacted results but do not reflect ongoing business

performance. These can be divided into three categories:

Category

Cash earnings

impact FY22

(after tax)Detail

1. Provisions for customer refunds and

payments, associated costs and litigation

costs

$133 million

reduction

• Additional provisions for estimated customer refunds:

–remediation for premium increases on certain life insurance products

issued by Australian life insurance; and

– additional wealth related remediation; partly offset by release of

provisions for customer remediation in Westpac New Zealand.

• Additional costs for our customer remediation program; and

• Increase in litigation provisions.

2. The write-down of assets (including

goodwill and capitalised software) and

accelerated branch closure costs

$283 million

reduction

• Write-down of assets related to our superannuation business in

preparation for its exit. This included all goodwill attributable to the

business along with some capitalised software of $167 million in costs,

$154 million after tax;

• Write-down of assets from a reduction in corporate office space

required. Reduced space requirements are from business sales, reduced

headcount, and more flexible working. The write-down considers the

capitalised value of the remaining term of the lease less likely sublease

income, $118 million in costs, $82 million after tax; and

• Expenses associated with the accelerated consolidation of branches that

has progressed more rapidly than recent years of $66 million in costs,

$47 million after tax.

3. The impact of asset sales and

revaluations

$876 million

reduction

• Loss on sale of Australian life insurance of $1,112 million in non-interest

income, $1,120 million after tax;

• Expenses and revaluations associated with asset sales, including of

Advance Asset Management and successor funds transfer of BT’s

personal and corporate superannuation funds of $125 million, $101 million

after tax; and

• Other costs associated with the divestments of the Group’s businesses;

partly offset by:

• Gain on the sale of NZ life insurance; and

• Gain on sale of the Group’s motor vehicle dealer finance and novated

leasing business in First Half 2022. This also includes a tax refund in

Second Half 2022 related to transaction and separation costs relating to

the Group’s motor vehicle dealer finance, novated leasing business and

vendor finance businesses.

WESTPAC GROUP
2022 ANNUAL REPORT

119

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Segment reporting

$m

AUSTRAC

proceedings

Refunds,

payments,

costs, and

litigation

Write-

down of

assets and

accelerated

branch

closure

costs

Asset

sales and

revaluationsTotal

2022

Net interest income- (1)- - (1)

Net fee income- (1)- - (1)

Net wealth management and insurance income- (51)- - (51)

Trading income- - - - -

Other income- - - (841)(841)

Non-interest income- (52)- (841)(893)

Staff expenses- (18)(39)(51)(108)

Occupancy expenses- - (126)- (126)

Technology expenses- - (62)(35)(97)

Other expenses- (108)(124)(58)(290)

Operating expenses- (126)(351)(144)(621)

Profit before impairment charges and income tax expense- (179)(351)(985)(1,515)

Tax and NCI- 46 68 109 223

Cash earnings- (133)(283)(876)(1,292)

2021

Net interest income- 131 - (4) 127

Net fee income- (137)- - (137)

Net wealth management and insurance income- (106)- - (106)

Trading income- - - - -

Other income- (4)- 764 760

Non-interest income- (247)- 764 517

Staff expenses- (116)- (175)(291)

Occupancy expenses- - (232)(43)(275)

Technology expenses- (3)(579)(68)(650)

Other expenses- (352)(594)(185)(1,131)

Operating expenses- (471)(1,405)(471)(2,347)

Profit before impairment charges and income tax expense- (587)(1,405) 289 (1,703)

Tax and NCI- 139 241 (278) 102

Cash earnings- (448)(1,164) 11 (1,601)

2020

Net interest income- (143)- - (143)

Net fee income- (88)- - (88)

Net wealth management and insurance income- (121)- (357)(478)

Trading income- - - - -

Other income- - - 303 303

Non-interest income- (209)- (54)(263)

Staff expenses- (123)- (3)(126)

Occupancy expenses- - - - -

Technology expenses- (4)(161)(4)(169)

Other expenses(1,478)(147)(507)(112)(2,244)

Operating expenses(1,478)(274)(668)(119)(2,539)

Profit before impairment charges and income tax expense(1,478)(626)(668)(173)(2,945)

Tax and NCI 36 186 54 50 326

Cash earnings(1,442)(440)(614)(123)(2,619)

WESTPAC GROUP 2022 ANNUAL REPORT 120
Segment reporting

A number of notable items impacted 2022, 2021 and 2020 results. The impact to net interest income, non-interest

income and operating expenses is summarised below.

2022

Non-interest income decreased by $893 million and comprised:

• a $1,112 million decrease due to the loss on sale of Australian life insurance;

• a $52 million decrease for additional remediation related to wealth products, partly offset by the release of

some provisions in Westpac New Zealand;

• a $18 million decrease related to a post-sale adjustment to earn-out payments associated with the sale of the

vendor finance business; partly offset by

• a gain on the sale of the auto finance wholesale dealer and retail distribution business of $170 million; and

• a gain on the sale of NZ life insurance of $119 million.

Operating expenses increased by $621 million in 2022 and comprised:

• expenses and revaluations associated with asset sales, including the sale of Advance Asset Management and

successor funds transfer of BT’s personal and corporate superannuation funds of $292 million;

• write-down of assets from a reduction in corporate office space required. Reduced space requirements are

from business sales, reduced headcount, and more flexible working. The write-down of $118 million considers

the capitalised value of the remaining term of the lease less likely sublease income;

• expenses of $66 million associated with the accelerated consolidation of branches that has progressed more

rapidly than recent years;

• Other expenses associated with asset sales and revaluations of $19 million; and

• $126 million additional costs for our customer remediation program and an increase in litigation provisions,

including for longstanding ASIC matters settled during the year.

Income tax expense and NCI reduced by $223 million. This was mainly from a tax refund related to the sale of the

Group’s motor vehicle dealer finance, novated leasing business and vendor finance businesses. There was also a

benefit from certain items discussed above recognised in operating expenses.

2021

Net interest income increased by $127 million as some customer remediation provisions were no longer required

for business customers that were not provided regulated consumer loans. These provision releases were partly

offset by additional provisions for customer remediation in Westpac New Zealand.

Non-interest income increased by $517 million and comprised:

• a $760 million benefit to other income from a gain on our stake in Coinbase, the gain on sale of Westpac

General Insurance, post-sale earn out payments from the sale of vendor finance and a small gain from finalising

the sale of our holding in Zip Co Limited; partly offset by

• a $137 million reduction to net fee income for additional provisions related to salaried advice remediation and

for some customers on our platforms who were not advised of certain corporate actions; and

• a $106 million reduction to net wealth management and insurance income for additional provisions for aligned

dealer group advice remediation.

Operating expenses increased by $2,347 million in 2021 and comprised:

• staff expenses of $291 million for the implementation of our remediation program, and separation costs related

to the sale of Australian life insurance;

• occupancy expenses of $275 million related to the write-down of WIB property leases and from the write-

down of assets in Westpac Pacific;

• technology expenses of $650 million mainly from the write-down and impairment of capitalised software, the

majority of which was associated with WIB, and costs related to the sale of Australian life insurance; and

• other expenses of $1,131 million including;

–the write-down of goodwill in WIB following annual impairment testing along with goodwill in Westpac

Lenders Mortgage Insurance and other assets in Westpac Pacific;

–Reinventure performance fees paid that were linked to the divestment of Coinbase; and

–other costs linked to completing our remediation programs and litigation matters.

Income tax expense and NCI reduced by $102 million. This was mainly from the tax benefit from certain items

discussed above recognised in operating expenses, partly offset by higher tax from the divestment of Coinbase,

the sale of Westpac General Insurance and the write-off of a deferred tax asset in the Australian life insurance.

WESTPAC GROUP
2022 ANNUAL REPORT

121

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Segment reporting

2020

Net interest income reduced by $143 million from an increase in provisions for Business customers that were

provided business loans but should have been provided regulated consumer loans, partly offset by the release of

provisions no longer required for interest only loans that did not automatically switch, when required, to principal

and interest loans.

Non-interest income reduced by $263 million from:

• a reduction to net fee income of $88 million for provisions for some customers on our platforms who were not

advised of certain corporate actions;

• A $478 million reduction of net wealth management and insurance income from the write-off of intangibles

including insurance liabilities and deferred acquisition costs associated with Australian life insurance and

provisions for aligned dealer group advice remediation; partly offset by

• A $303 million benefit to other income from a revaluation gain related to the divestment of the Group’s stake

in Zip Co Limited.

Operating expenses increased by $2,539 million in 2020 and comprised:

• staff expenses of $126 million for implementation of our remediation program;

• technology expenses of $169 million from the write-down of capitalised software; and

• other expenses of $2,244 million including costs associated with the AUSTRAC matter (including a $1.3 billion

penalty), the write-down of goodwill for the Australian life insurance and the Group’s motor vehicle finance

and novated leasing businesses, an accounting loss on sale of our vendor finance business, and costs linked to

our remediation programs and litigation.

Income tax expense and NCI reduced by $326 million from the tax benefit of the above items (excluding penalties

and goodwill write-downs that were non-deductible), partly offset by tax on the revaluation gain associated with

the divestment of Zip Co Limited.

WESTPAC GROUP 2022 ANNUAL REPORT 122
Segment reporting

Consumer

WestpacWestpac

and

BusinessInstitutionalNew ZealandSpecialistGroup

$mConsumerBusinessBankBank($A)BusinessesBusinessesGroup

2022

Net interest income- - - - (1)- - (1)

Net fee income- - - - (1)- - (1)

Net wealth management

and insurance income- - - - - (51)- (51)

Trading income- - - - - - - -

Other income- - - - 119 (960)- (841)

Non-interest income- - - - 118 (1,011)- (893)

Operating expenses(66)- (66)- - (365)(190)(621)

Profit before impairment

charges and income tax

expense(66)- (66)- 117 (1,376)(190)(1,515)

Tax and NCI 19 - 19 - - 150 54 223

Cash earnings(47)- (47)- 117 (1,226)(136)(1,292)

2021

Net interest income 3 177 180 - (35)(18)- 127

Net fee income(3) 1 (2)- (12) 8 (131)(137)

Net wealth management

and insurance income- - - - - (4)(102)(106)

Trading income- - - - - - - -

Other income- - - - 1 195 564 760

Non-interest income(3) 1 (2)- (11) 199 331 517

Operating expenses(141)(54)(195)(1,193)(23)(640)(296)(2,347)

Profit before impairment

charges and income tax

expense(141) 124 (17)(1,193)(69)(459) 35 (1,703)

Tax and NCI 36 (39)(3) 202 17 (81)(33) 102

Cash earnings(105) 85 (20)(991)(52)(540) 2 (1,601)

2020

Net interest income 5 (141)(136)- (7)- - (143)

Net fee income 4 2 6 - (7)(7)(80)(88)

Net wealth management

and insurance income- - - - - (402)(76)(478)

Trading income- - - - - - - -

Other income- - - - - - 303 303

Non-interest income 4 2 6 - (7)(409) 147 (263)

Operating expenses(64)(130)(194)- 1 (694)(1,652)(2,539)

Profit before impairment

charges and income tax

expense(55)(269)(324)- (13)(1,103)(1,505)(2,945)

Tax and NCI 16 81 97 - 4 181 44 326

Cash earnings(39)(188)(227)- (9)(922)(1,461)(2,619)

WESTPAC GROUP
2022 ANNUAL REPORT

123

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Segment reporting

Consumer and Business Banking

Financial performance

$m202220212020

Net interest income 12,012 12,473 12,716

Non-interest income 941 867 920

Net operating income before operating expenses and impairment (charges)/benefits 12,953 13,340 13,636

Operating expenses(6,585)(7,116)(6,432)

Impairment (charges)/benefits(344) 609 (2,387)

Profit before income tax expense 6,024 6,833 4,817

Income tax expense(1,815)(2,049)(1,442)

Cash earnings 4,209 4,784 3,375

Net cash earnings adjustments- - -

Net profit attributable to owners of WBC 4,209 4,784 3,375

Deposits and other borrowings ($bn) 413.9 395.0 370.9

Net loans ($bn) 559.5 541.1 529.8

Total assets ($bn) 574.0 555.4 545.7

Total operating expenses to net operating income ratio (%) 50.84% 53.34% 47.17%

WESTPAC GROUP 2022 ANNUAL REPORT 124
Segment reporting

Consumer

Consumer provides a range of banking products and services, including mortgages, credit cards, personal loans,

and savings and at call deposits to customers in Australia. Products and services are provided under the Westpac,

St.George, BankSA, Bank of Melbourne, and RAMS brands.

Financial performance

$m202220212020

Net interest income 8,985 9,486 9,711

Non-interest income 612 518 580

Net operating income before operating expenses and impairment (charges)/benefits 9,597 10,004 10,291

Operating expenses(4,689)(4,898)(4,323)

Impairment (charges)/benefits(201) 184 (1,277)

Profit before income tax expense 4,707 5,290 4,691

Income tax expense(1,416)(1,583)(1,404)

Cash earnings 3,291 3,707 3,287

Net cash earnings adjustments- - -

Net profit attributable to owners of WBC 3,291 3,707 3,287

Deposits and other borrowings ($bn) 280.6 266.4 251.9

Net loans ($bn) 474.6 462.7 449.0

Total assets ($bn) 486.9 474.8 462.5

Total operating expenses to net operating income ratio (%) 48.86% 48.96% 42.01%

2022 v 2021

Cash earnings of $3,291 million were $416 million or 11% lower in 2022, mostly due to lower net interest margins

and a $385 million turnaround in impairment charges. These were partly offset by lower expenses and higher non-

interest income.

Net interest

income down

$501 million, 5%

• Net loans increased $11.9 billion, or 3%, predominantly in owner occupied mortgages

($15.7 billion) while investor mortgages declined $2.6 billion. Credit card balances

increased while other personal lending was lower;

• Deposits increased $14.2 billion, or 5%. Around two thirds of growth was in First Half

2022 driven by government stimulus and uncertainty due to COVID-19. Term deposits

increased $12.0 billion and at call accounts were up $2.2 billion, with growth in

transaction accounts including mortgage offsets; and

• Net interest margin was 17 basis points lower with all the decline in the first half of the

year. Mortgage competition and a concentration of growth in lower spread products

was the driver behind the fall. These declines were partly offset by higher deposit

spreads as interest rates increased in Second Half along with better returns from

hedged deposits and capital.

Non-interest

income up

$94 million, 18%

• Most of the increase was due to:

–Higher card fees from increased transactions as the economy re-opened and

consumer sentiment improved;

–Lower remediation payments; and

–A $25 million one-off item related to achieving a milestone under the new

distribution arrangement for general insurance.

• Partly offset by the loss of fee income from the removal of certain account-keeping

fees and other simplification initiatives ($15 million).

Operating

expenses down

$209 million, 4%

• The reduction in expenses was due to:

–Simplified organisational design including lower operational costs following the

consolidation of 119 branches and a reduction of 199 ATMs;

–A reduction in the number of products (down 53 products); and

–The completion of several risk and regulatory programs.

• Partly offset by increased franchise investments.

WESTPAC GROUP
2022 ANNUAL REPORT

125

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Segment reporting

Impairment

charge up

$385 million, Large

• The impairment charge of $201 million in 2022 was due to write-offs partly offset

by overlays. The overlays in 2022 capture the effects of anticipated increases in

delinquencies and for extreme weather events alongside an update to modelled

economic scenarios, partly offset by a benefit from the improvement in credit quality

metrics. The benefit in 2021 was due to the release of COVID-19 related provisions ; and

• Credit quality metrics improved with stressed exposures to TCE down 30 basis points

to 0.68%. Mortgage 90+ day delinquencies were down 32 basis points to 0.75% due

to the reduction in the hardship portfolio as customers completed their serviceability

period and as customers successfully exited COVID-19 assistance. Other consumer 90+

day delinquencies were down 25 basis points to 1.35%.

WESTPAC GROUP 2022 ANNUAL REPORT 126
Segment reporting

Business

Business provides banking services and products to Australian small business, Agribusiness and Commercial

businesses generally up to $200 million in exposure. The segment offers savings, transaction and lending products

including specialist services such as cash flow finance, equipment finance and property finance. Business operates

under the Westpac, St.George, BankSA, and Bank of Melbourne brands.

Financial performance

$m202220212020

Net interest income 3,027 2,987 3,005

Non-interest income 329 349 340

Net operating income before operating expenses and impairment (charges)/benefits 3,356 3,336 3,345

Operating expenses(1,896)(2,218)(2,109)

Impairment (charges)/benefits(143) 425 (1,110)

Profit before income tax expense 1,317 1,543 126

Income tax expense(399)(466)(38)

Cash earnings 918 1,077 88

Net cash earnings adjustments- - -

Net profit attributable to owners of WBC 918 1,077 88

Deposits and other borrowings ($bn) 133.3 128.6 119.0

Net loans ($bn) 84.9 78.4 80.8

Total assets ($bn) 8 7.1 80.6 83.2

Total operating expenses to net operating income ratio (%) 56.50% 66.49% 63.05%

2022 v 2021

Cash earnings of $918 million were $159 million, or 15% lower than 2021. The decline was due to a $568 million

change in impairment charges, partly offset by a 15% reduction in expenses while net interest income was up 1%.

Net interest

income up

$40 million, 1%

• Net interest income in 2021 benefited from the write-back of provisions related to

customer refunds and payments which was not repeated in 2022. Excluding this

impact, net interest income was up $217 million, or 8%;

• Net loans were $6.5 billion, or 8% higher with growth across most sectors. This

included growth in commercial property of 13%, and agriculture of 9%;

• Deposits were up $4.8 billion, or 4%, with growth split across term deposits, up

$2.7 billion and at call accounts up $2.1 billion (with all the rise in transaction accounts).

Deposit trends changed through the year. Early in the year growth was predominantly

in at call accounts but shifted to term deposits as interest rates began to rise; and

• Net interest margin was down 7 basis points. Excluding the benefit from the provision

write-back noted above, net interest margin was 16 basis points higher due to rising

interest rates which improved deposit spreads, particularly in transaction deposits.

These increases were partly offset by lower lending spreads due to competitive pricing

for new lending and to retain customers. The high relative proportion of deposits to

loans also supported higher margins.

Non-interest

income down

$20 million, 6%

• The decrease was largely due to lower merchant fees and higher fees paid to card

scheme providers due to the increase of international spend following the easing of

COVID-19 restrictions; partly offset by higher fees due to increased loan settlements of

$11 billion.

Operating

expenses down

$322 million, 15%

• The decline was due to the completion of programs to improve our management of

risk, and simplification of our operating structure.

Impairment

charge up

$568 million, Large

• The impairment charge was due to a CAP charge in 2022 compared to a CAP benefit

in 2021. The charge in 2022 was due to an update of modelled economic scenarios and

the benefit in 2021 was due to the release of COVID-19 related provisions; and

• Credit quality metrics improved with stressed exposures to TCE down 85 basis points

to 5.05%, due to a reduction in impaired and watchlist exposures predominately within

the accommodation, transport and trade sectors.

WESTPAC GROUP
2022 ANNUAL REPORT

127

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Segment reporting

Westpac Institutional Bank

Westpac Institutional Bank (WIB) delivers a broad range of financial products and services to corporate,

institutional and government customers operating in, or with connections to, Australia and New Zealand. WIB

operates through dedicated industry relationship and specialist product teams, with expert knowledge in

financing, transactional banking, and financial and debt capital markets. Customers are supported throughout

Australia and via branches and subsidiaries located in New Zealand, New York, London, and Singapore. WIB works

with all the Group’s operating segments in the provision of markets’ related financial needs including foreign

exchange and fixed interest solutions.

Financial performance

$m202220212020

Net interest income 1,110 925 1,117

Non-interest income 1,139 1,313 1,428

Net operating income before operating expenses and impairment (charges)/benefits 2,249 2,238 2,545

Operating expenses(1,181)(2,595)(1,343)

Impairment (charges)/benefits(85)(162)(403)

Profit before income tax expense 983 (519) 799

Income tax expense(296)(14)(319)

Cash earnings 687 (533) 480

Net cash earnings adjustments- - -

Net profit attributable to owners of WBC 687 (533) 480

Deposits and other borrowings ($bn) 116.6 99.3 104.9

Net loans ($bn) 85.2 67.7 66.9

Total assets ($bn) 106.1 82.8 76.2

Total operating expenses to net operating income ratio (%) 52.51% 115.95% 52.77%

WESTPAC GROUP 2022 ANNUAL REPORT 128
Segment reporting

2022 v 2021

Cash earnings of $687 million were $1,220 million higher than 2021. This was mainly due to the write-down of

assets (goodwill, capitalised software and other assets) that reduced cash earnings by $991 million in 2021.

Excluding this impact, cash earnings were $229 million, or 50% higher than 2021. Lower expenses, an increase in

net interest income and lower impairment charges were partly offset by lower derivative valuation adjustments

(DVA) contribution.

Net interest

income up

$185 million, 20%

• Net loans increased $17.5 billion, or 26% with growth across infrastructure, M&A,

finance, property and renewable energy. Most growth was from deepening

relationships with existing customers and increased utilisation of their credit facilities,

with TCE up 11%;

• Deposits were up $17.3 billion, or 17% higher, across both term and transaction deposits.

Most of the transaction deposit increase was in government balances; and

• Net interest margin was up 1 basis point from improved deposit spreads which

benefited from higher interest rates and a $24 million increase in markets net interest

income. These were partly offset by higher liquidity and wholesale funding costs,

higher bank levy charges, and lower loan spreads.

Non-interest

income down

$174 million, 13%

• DVA was $185 million lower from a widening of counterparty credit spreads. In 2022,

DVA was $88 million negative compared to a gain of $97 million in 2021;

• Excluding DVA, non-interest income was $11 million, or 1%, higher from:

–$57 million increase in customer markets income across fixed income and FX due to

higher customer demand from increased market volatility;

–Partly offset by a $26 million decline in non-customer markets income, mostly in

credit markets; and

–Lower payments revenue from the prior exit of some non-core activities.

Operating

expenses down

$1,414 million, 54%

• The write-down of assets in 2021 resulted in additional expenses of $1,193 million.

Excluding this impact, expenses decreased $221 million, or 16% reflecting:

–Benefits from simplification, mostly the full period benefit of international

consolidation and operating model changes;

–Completion of some risk and compliance programs;

–Lower software amortisation and property costs following the write-downs in 2021;

and

–Higher capitalised investment spend largely focused on payments capabilities.

• Partly offset by an increase in staff expenses and the full year impact of higher

superannuation contributions.

Impairment

charges down

$77 million, 48%

• The lower impairment charge was due to significantly lower new IAP, partly offset

by a CAP charge from the increase in the downside weight and updates to modelled

economic scenarios; and

• Credit quality metrics improved with stressed exposures to TCE down 29 basis points

to 0.35% mainly due to the partial write-off of impaired exposures, including Forum

Finance early in the year.

WESTPAC GROUP
2022 ANNUAL REPORT

129

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Segment reporting

Westpac New Zealand

Westpac New Zealand provides banking, wealth and insurance products and services for consumer, business

and institutional customers in New Zealand. Westpac conducts its business through: Westpac New Zealand

Limited, which is incorporated in New Zealand, and Westpac Banking Corporation (New Zealand Branch), which

is incorporated in Australia. Westpac New Zealand operates through a network of branches and ATMs across the

North and South Islands. Business and institutional customers are also served through relationship and specialist

product teams. Westpac New Zealand maintains its own infrastructure, including technology, operations and

treasury.

All figures are in NZ$ unless noted otherwise.

Financial performance

NZ$m202220212020

Net interest income 2,278 2,118 1,943

Non-interest income 431 345 339

Net operating income before operating expenses and impairment (charges)/benefits 2,709 2,463 2,282

Operating expenses(1,158)(1,132)(1,059)

Impairment (charges)/benefits 27 84 (320)

Profit before income tax expense 1,578 1,415 903

Income tax expense(413)(402)(254)

Cash earnings 1,165 1,013 649

Net cash earnings adjustments 3 (3) 7

Net profit attributable to owners of WBC 1,168 1,010 656

Deposits and other borrowings ($bn) 77.9 75.9 71.0

Net loans ($bn) 96.8 92.6 88.0

Total assets ($bn) 118.9 112.4 104.2

Total funds ($bn) 10.9 12.0 12.2

Total operating expenses to net operating income ratio (%) 42.75% 45.96% 46.41%

AUD$m202220212020

Net interest income 2,106 1,987 1,832

Non-interest income 397 323 319

Net operating income before operating expenses and impairment (charges)/benefits 2,503 2,310 2,151

Operating expenses(1,072)(1,062)(998)

Impairment (charges)/benefits 25 79 (302)

Profit before income tax expense 1,456 1,327 851

Income tax expense(381)(377)(239)

Cash earnings 1,075 950 612

Net cash earnings adjustments 2 (2) 7

Net profit attributable to owners of WBC 1,077 948 619

Deposits and other borrowings ($bn) 68.6 72.5 65.7

Net loans ($bn) 85.3 88.4 81.4

Total assets ($bn) 104.7 107.1 96.4

Total funds ($bn) 9.6 11.5 11.3

Total operating expenses to net operating income ratio

1

(%) 42.75% 45.96% 46.41%


1. Ratio calculated using NZ$.

WESTPAC GROUP 2022 ANNUAL REPORT 130
Segment reporting

2022 v 2021

Cash earnings of NZ$1,165 million were NZ$152 million, or 15% higher than 2021, primarily driven by the

NZ$126 million gain on sale of the NZ Life. Excluding the gain on sale along with associated costs and remediation

provisions, cash earnings were NZ$26 million, or 2% lower, from a NZ$57 million decrease in impairment benefits,

lower non-interest income and higher regulatory, risk and compliance spending. This was partly offset by a

NZ$126 million increase in net interest income.

Net interest

income up

NZ$160 million, 8%

• Lower provisions for customer refunds and payments provided a benefit of

NZ$34 million. Excluding this impact, net interest income was NZ$126 million, or

6% higher;

• Net loans increased NZ$4.2 billion, or 5%, with a NZ$2.9 billion increase in mortgages

and a NZ$1.2 billion rise in business lending;

• Deposits increased NZ$2.0 billion, or 3%, as interest rates increased. Deposit growth

was concentrated in term deposits which increased NZ$4.0 billion while at call

accounts were NZ$2.0 billion lower; and

• Net interest margin was flat at 2.00% compared to 2021 but was 3 basis points lower

excluding customer refunds and payments. The decline was from competition for

mortgages which reduced lending spreads. This was partly offset by higher deposit

spreads benefiting from rising interest rates.

Non-interest

income up

NZ$86 million, 25%

• The gain on sale of NZ life insurance provided a NZ$126 million benefit. There was also

a benefit from lower provisions for customer refunds and payments compared to 2021;

and

• Excluding these, non-interest income was NZ$52 million or 15% lower reflecting:

– The loss of income following the sale of NZ life insurance;

– A reduction of fees on our investment funds, including KiwiSaver; and

– 2021 included a gain on sale of the Wealth Advisory business (NZ$8 million).

Operating

expenses up

NZ$26 million, 2%

• Costs related to the announced sale of NZ life insurance, write down of intangible

assets and costs associated with managing customer remediation programs increased

2021 costs by NZ$23 million. Excluding this item, expenses increased NZ$49 million,

or 4%, from increased regulatory, risk and compliance expenses, including to meet

the RBNZ’s BS11 outsourcing policy and investments in technology resilience, cyber

security and data capability. Staff expenses were also higher due to 239 more FTE and

higher average salaries.

Impairment

benefit down

NZ$57 million, 68%

• Continued to record an impairment benefit consistent with further improvement in

credit quality metrics across the portfolio. This benefit was lower than 2021 due to

increased overlays and updated modelled economic scenarios for higher interest rates

and increased inflation; and

• Credit quality metrics improved with stressed exposures to TCE down 22 basis points

to 0.97% supported by low unemployment. Mortgage 90+ day delinquencies were

down 8 basis points to 0.22% and other consumer 90+ day delinquencies were down

62 basis points to 1.03%, predominately from improvements in the hardship segment.

WESTPAC GROUP
2022 ANNUAL REPORT

131

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Segment reporting

Specialist Businesses

Specialist Businesses comprises the operations that Westpac has decided to exit. The sale of Australian life

insurance was completed in August 2022. In 2022, separate agreements were entered into to merge BT’s

personal and corporate superannuation funds through a successor fund transfer as well as the sale of Advance

Asset Management. These transactions are subject to regulatory approval, and if granted, the successor funds

transfer and sale are expected to complete in 2023. Other operations yet to be sold include wealth administration

platforms. Specialist Businesses also manages Westpac Pacific which provides a full range of banking services in

Fiji and Papua New Guinea. The segment operates under the Westpac, St.George, BankSA, Bank of Melbourne,

and BT brands.

$m202220212020

Net interest income 474 494 519

Non-interest income(152) 1,455 733

Net operating income before operating expenses and impairment (charges)/benefits 322 1,949 1,252

Operating expenses(1,047)(1,478)(1,547)

Impairment (charges)/benefits 67 66 (256)

Profit before income tax expense(658) 537 (551)

Income tax expense(61)(373) 14

Profit attributable to NCI(4)(2)(2)

Cash earnings(723) 162 (539)

Net cash earnings adjustments- - (31)

Net profit attributable to owners of WBC(723) 162 (570)

Deposits and other borrowings ($bn) 9.5 8.7 7.6

Net loans ($bn) 9.9 13.6 14.9

Total assets ($bn) 12.9 19.4 22.7

Total funds ($bn) 198.8 227.4 193.0

Total operating expenses to net operating income ratio (%) 325.16% 75.83% 123.56%

WESTPAC GROUP 2022 ANNUAL REPORT 132
Segment reporting

2022 vs 2021

Specialist Businesses reported a cash earnings loss of $723 million in 2022 compared to cash earnings of

$162 million in 2021. The reduction of $885 million was due to a $1,226 million impact related to asset sales

including the $1,120 million loss on completion of the sale of Australian life insurance and expenses associated

with the write-down of intangible assets in the unitised superannuation business along with additional provisions

for customer refunds, payments, litigation and associated costs.

Excluding the impact of these items, 2022 cash earnings were $503 million, $199 million or 28% lower compared

to 2021, mostly from the impact of businesses sold and lower life insurance revenues.

Net interest

income down

$20 million, 4%

• Excluding the impacts of customer refunds and payments, costs and litigation, and

asset sales and revaluations, net interest income was down $39 million, of which

$33 million relates to businesses sold.

• Excluding the sale of the auto wholesale dealer business ($1.0 billion), net loans

decreased $2.7 billion, or 21% primarily due to the run-off of the retail auto loan

portfolio (down $2.5 billion). Margin lending was also lower;

• Deposits increased $0.8 billion, or 9% mostly from higher deposits on platforms and a

rise in Westpac Pacific deposits; and

• Excluding the provision for customer refunds, net interest margin was up 35 basis

points mostly from lower funding costs in the auto finance portfolio and higher deposit

spreads in platforms as interest rates increased.

Non-interest

income down

$1,607 million, 110%

• Non-interest income includes the loss on completion of the sale of Australian life

insurance, other asset sales and revaluation impacts. Excluding these items, non-

interest income decreased $397 million or 32%;

• The reduction of income from businesses sold was $416 million;

– Life insurance income was $224 million lower from yield curve movements on life

insurance policyholder liabilities, higher claims and the loss of revenue following its

sale; and

–$192 million lower income from businesses that were exited in 2021.

• Superannuation, Platforms and Investments was $36 million lower from lower platform

margins and MySuper fee reductions. Partly offset by;

• Higher income from transitional service agreement payments and other income related

to businesses sold.

Operating

expenses down

$431 million, 29%

• Excluding the impacts from asset sales and revaluation, write-down of intangibles,

refund, payments, costs and litigation, expenses were $156 million, or 19% lower;

• Expenses related to businesses sold decreased $73 million, or 72%, due to timing of the

completion of sales and lower investment spend. Of these reductions, $15 million relate

to business sold in 2021; and

• Expenses related to ongoing business were down $83 million, or 11%, due to lower

investment spend and lower costs from simplification outcomes.

Impairment

benefits down

$1 million, 2%

• Similar impairment benefit to prior year due to low IAPs and a CAP benefit (from

improved underlying quality and the reduction in overlays);

• The ratio of stressed exposures to TCE increased 267 basis points to 9.08%, mainly due

to increased watchlist exposure in Westpac Pacific. Excluding Westpac Pacific, stressed

exposure to TCE reduced 10 basis points to 1.73%; and

• Similarly 90+ day delinquencies in auto finance increased 36 basis points, this was

due to portfolio roll-off (81 basis points) which is partly offset by underlying portfolio

performance (45 basis points).

WESTPAC GROUP
2022 ANNUAL REPORT

133

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Segment reporting

Group Businesses

This segment comprises:

• Treasury, which is responsible for the management of the Group’s balance sheet including wholesale

funding, capital and management of liquidity. Treasury also manages interest rate risk and foreign exchange

risks inherent in the balance sheet, including managing the mismatch between Group assets and liabilities.

Treasury’s earnings are primarily sourced from managing the Group’s balance sheet and interest rate risk,

(excluding Westpac New Zealand) within set risk limits.

• Enterprise services, which includes earnings on capital not allocated to segments, certain intra-group

transactions that facilitate presentation of performance, gains/losses from some asset sales, earnings and

costs associated with the Group’s fintech investments, costs associated with customer remediation for the

Advice business and certain other head office items including provisions. These costs are mainly retained in

Group Businesses.

• Corporate Services, which comprises shared corporate functions such as property, procurement, finance

services, corporate affairs, sustainability, and HR services. These costs are partly allocated to other segments in

the Group.

• Customer Services & Technology, which includes operations, call centres and technology. The majority of these

costs are allocated to other segments in the Group.

Financial performance

$m202220212020

Net interest income 903 835 902

Non-interest income 71 366 140

Net operating income before operating expenses and impairment (charges)/benefits 974 1,201 1,042

Operating expenses(906)(1,032)(2,380)

Impairment (charges)/benefits 2 (2) 170

Profit before income tax expense 70 167 (1,168)

Income tax expense(41)(175)(152)

Profit attributable to NCI(1)(3)-

Cash earnings 28 (11)(1,320)

Net cash earnings adjustments 416 108 (294)

Net profit attributable to owners of WBC 444 97 (1,614)

2022 v 2021

Cash earnings were a $28 million profit, compared with a loss of $11 million for 2021.

Net operating

income down

$227 million, 19%

• 2021 included gains from our investment in Coinbase Inc. and Zip Co. Limited

($562 million) and provisions for customer refunds and payments ($231 million).

• Excluding notable items, net operating income was up $104 million, or up 12%, primarily

driven by a better Treasury contribution.

Operating

expenses down

$126 million, 12%

• 2021 included provisions for customer refunds and payments ($176 million) and

performance fees related to gains in our investment in Coinbase Inc. ($120 million).

• 2022 includes provisions for customer refunds, payments and litigation costs

($72 million) and the write down of assets from a reduction in corporate office space

required ($118 million).

• Excluding notable items, expenses were down $20 million, or down 3%:

–Lower costs across most functions as we progress through our cost plans and

complete a number of strategic projects; partly offset by

–Higher amortisation and impairment of software assets; and

–Full period impacts of increases in variable reward.

WESTPAC GROUP 2022 ANNUAL REPORT 134
Risk and risk management

Risk and risk management

Risk management

Refer to Strategic Review for details of the Group’s Risk Management Framework.

Risk factors

Our business is subject to risks that can adversely impact our financial performance, financial condition and future

performance. If any of the following risks occur, our business, prospects, reputation, financial performance or

financial condition could be materially adversely affected, with the result that the trading price of our securities

or the level of dividends could decline and as a security holder you could lose all, or part, of your investment.

You should carefully consider the risks described (individually and in combination) and the other information in

this Annual Report and subsequent disclosures before investing in, or continuing to own, our securities. The risks

and uncertainties described below can emerge together or quickly in succession in a fashion that is uncorrelated

with the order in which they are presented below, and they are not the only ones we face. Additional risks and

uncertainties that we are unaware of, or that we currently deem to be immaterial, may also become important

factors that affect us.

For a discussion of our risk management framework and procedures, refer to ‘Risk management’ in Section 1 of

this Annual Report. For further detail on financial risk (including credit, funding and liquidity risk, and market risk),

refer to Note 22 to the financial statements.

Risks relating to our business

We have suffered, and could in the future suffer, information security risks, including cyberattacks

We (and other third parties that we engage with, including our external service providers, business partners,

customers and organisations that we acquire or invest in) face information security risks. These risks are

heightened by: the inherent risks in existing and new technologies; increasing digitisation of business processes

within, and transactions among, organisations; the increased volume of data, including sensitive data, that

organisations collect, generate, hold, use and disclose; the global increase in the sophistication, severity and

volume of cyber crime; supply chain disruptions; the prevalence of remote and hybrid working for employees,

staff of service providers, and customers; ongoing geo-political tensions or wars, including the military invasion of

Ukraine by Russia; and other external events such as acts of terrorism and attacks from State sponsored actors,

which could compromise our information assets and interrupt our usual operations and those of our customers,

suppliers and counterparties.

As a result of these factors, adverse information security events such as data breaches, cyberattacks, espionage

and/or errors are happening at an unprecedented pace, scale and reach. Cyberattacks or other information

security breaches have the potential to cause: financial system instability; serious disruption to customer banking

services; economic and non-economic losses to Westpac, our customers, shareholders, suppliers, counterparties

and others; and compromise data privacy of customers, shareholders, employees and others. While we have

systems in place to protect against, detect, contain and respond to cyberattacks and information security threats,

these systems have not always been, and may not always be, effective.

Westpac, its customers, shareholders, employees, suppliers, counterparties or others could suffer losses from

cyberattacks, information security breaches or ineffective cyber resilience. We may not be able to anticipate and

prevent a cyberattack, effectively respond to a cyberattack and/or rectify or minimise damage resulting from a

cyberattack. Our suppliers and counterparties, and other parties that facilitate our activities, financial platforms

and infrastructure (such as payment systems and exchanges or that hold data in relation to our existing or

potential customers), are also subject to the risk of cyberattacks and other information security breaches, which

could in turn impact Westpac. Furthermore, as the scale and volume of cyberattacks increases globally, there is

an increased likelihood that global and domestic regulators such as APRA, ASIC, the OAIC and the ACCC take

enforcement action for information security risk management failures, for failing to protect our information assets

(including customer and other data) or for deficiencies in our response to cyberattacks and information security

threats (including for any delayed, deficient, or misleading notifications or for misleading statements made about

our information security practices).

Our operations rely on the secure processing, storage and transmission of information on our computer systems

and networks, and the systems and networks of external suppliers. Although we implement measures to protect

the confidentiality, availability and integrity of our information, there is a risk that our information assets (including

the computer systems, software and networks on which we, or our customers, shareholders, employees, suppliers,

counterparties or others rely), may be subject to security breaches, unauthorised access, malicious software,

external attacks or internal breaches that could have an adverse impact on our and their confidential information.

A range of potential consequences could arise from a successful cyberattack or information security breach

(whether targeting Westpac or third parties), such as: damage to technology infrastructure; the potential use

of incident response and intervention powers by the Australian Government under the Security of Critical

Infrastructure Act 2018 (Cth); disruptions or other adverse impacts to network access, operations or availability

of services; loss of customers, suppliers and market share or reputational damage; loss of data or information;

cyber extortion; customer remediation and/or claims for compensation; breach of applicable laws and regulations

WESTPAC GROUP
2022 ANNUAL REPORT

135

STRATEGIC REVIEW

GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Risk and risk management

(including those relating to privacy, data protection and reporting obligations); increased vulnerability to fraud

and scams; litigation and adverse regulatory action including fines or penalties and increased regulatory scrutiny

and enforcement action; and additional costs and increased need for significant additional resources to modify or

enhance our systems and processes or to investigate and remediate any vulnerabilities or incidents.

All these potential consequences could have regulatory impacts and negatively affect our business, prospects,

reputation, financial performance or financial condition. As cyber threats evolve, we may need to spend significant

resources to modify or enhance our systems or investigate and remediate any vulnerabilities or incidents.

We could be adversely affected by legal or regulatory change

We operate in an environment where there is sustained regulatory change and ongoing scrutiny of financial

services providers. Our business, prospects, reputation, financial performance and financial condition have been,

and could in the future be, adversely affected by changes to law, regulation, policies, supervisory activities, the

expectations of our regulators, and the requirements of industry codes of practice, such as the Banking Code

of Practice.

Such regulatory changes may affect how we operate and have altered the way we provide our products and

services, in some cases requiring us to change or discontinue our offerings. These changes could also limit, and

have in the past limited, our flexibility, require us to incur substantial costs (such as costs of systems changes, or

the levies associated with the anticipated Compensation Scheme of Last Resort), impact the profitability of our

businesses, require the Group to retain additional capital, impact our ability to pursue strategic initiatives, result

in the Group being unable to increase or maintain market share and/or create pressure on margins and fees.

A failure to manage regulatory change effectively and in the timeframes required (which may be short) has

resulted, and could in the future result, in the Group not meeting its compliance obligations. It could also result

in enforcement action, penalties, fines, capital impacts and ultimately loss of business licences. Managing large

volumes of regulatory change simultaneously has created, and will continue to create, execution risk. Systems

changes can increase the risk of human error or unintended consequences (or system flaws) and this risk is

exacerbated by frequent requirements for change. We expect that we will continue to invest significantly in

compliance and the management and implementation of regulatory change. Significant management attention,

costs and resources may be required to update existing, or implement new, processes to comply with such

regulatory changes. The availability of skilled personnel required to implement changes may be limited.

There is additional information on certain aspects of regulatory changes affecting the Group in ‘Significant

developments’ and the sections ‘Critical accounting assumptions and estimates’ and ‘Future developments in

accounting standards’ in Note 1 to the financial statements.

We have been and could be adversely affected by failing to comply with laws, regulations or regulatory policy

We are responsible for ensuring that we comply with all applicable legal and regulatory requirements and industry

codes of practice in the jurisdictions in which we operate or obtain funding.

We are subject to conduct and compliance risk. These risks are exacerbated by the complexity and volume of

regulation, including where we interpret our obligations and rights differently to regulators or a Court, tribunal or

other body, or where applicable laws in different jurisdictions conflict. The potential for this is heightened when

regulation is new, untested or is not accompanied by extensive regulatory guidance.

Our compliance management system is designed to identify, assess and manage compliance risk. However,

this system has not always been, and may not always be, effective. Breakdowns have occurred, and may in the

future occur, due to flaws in the design or implementation of controls or processes, or when new measures are

implemented in short periods of time, for example in response to external events such as the COVID-19 pandemic.

This has resulted in, and may in the future result in, potential breaches of compliance obligations as well as poor

customer outcomes which have exposed, and may continue to expose, the Group to regulatory action, litigation

(including class action), damages, penalties and remediation obligations. As reviews and change programs are

progressed, compliance issues have been, and will likely continue to be, identified.

Conduct risk could occur through the provision of products and services to customers that do not meet

their needs or do not meet the expectations of the market, as well as the poor conduct of our employees,

contractors, agents, authorised representatives, credit representatives and external services providers. This could

occur through a failure to meet professional obligations to specific clients (including fiduciary and suitability

requirements), weakness in risk culture, corporate governance or organisational culture, poor product design

and implementation, failure to adequately consider customer needs or selling products and services outside of

customer target markets. This could include deliberate, reckless or negligent actions by such individuals that

could result in the circumvention of our controls, processes and procedures. We depend on our people to ‘do the

right thing’ to meet our compliance obligations and abide by our Code of Conduct. While we have frameworks,

policies, processes, training and controls that are designed to manage poor conduct outcomes, at times these

have been, and could in future be, ineffective. Inappropriate or poor conduct by individuals such as not following

a policy or engaging in misconduct has resulted, and could result, in poor customer outcomes and a failure by the

Group to meet our compliance obligations. This can be exacerbated by failures or delays in detecting or promptly

responding to breaches.

WESTPAC GROUP 2022 ANNUAL REPORT 136
Risk and risk management

The Group’s failure, or suspected failure, to comply with a compliance obligation, or to promptly detect or

remedy such a failure, has in the past and could in the future lead to a regulator commencing surveillance or

an investigation. ASIC’s expanded breach reporting regime, which commenced on 1 October 2021, has led to

a significant increase in our reporting to ASIC of certain breaches (or likely breaches), which could give rise to

additional regulatory scrutiny and action. Past compliance failures may increase the likelihood or severity of

regulatory action for subsequent failures. We are currently subject to a number of investigations and reviews

by regulators and are responding to a number of requests from APRA, ASIC and other regulators, involving

significant resources and costs.

Depending on the circumstances, regulatory reviews and investigations have in the past, and may in the future,

result in a regulator taking administrative or enforcement action against the Group and/or its representatives.

Regulators have broad powers, and in certain circumstances, can issue directions to us (including in relation to

product design and distribution and remedial action). Regulators could also pursue civil or criminal proceedings,

seeking substantial fines, civil penalties or other enforcement outcomes. For example, the payment in 2021 of a

civil penalty of $1.3 billion as a result of proceedings brought by AUSTRAC against Westpac; the payment of civil

penalties of $114.5 million in 2022 relating to seven proceedings which were settled with ASIC; and ASIC’s 2021

action against Westpac relating to its involvement in the 2016 Ausgrid privatisation transaction. Penalties can

be (and have been) more significant where it has taken some time to identify contraventions, or to investigate,

correct or remediate contraventions, where there are patterns of similar conduct, or where there has been

awareness of contraventions. In addition, regulatory investigations may lead to adverse findings against Directors

and management, including potential disqualification.

APRA can also require the Group to hold additional capital either through a capital overlay or higher risk weighted

assets. In 2019, APRA imposed a $500 million overlay to our operational risk capital requirement following the

completion of our self-assessment into our frameworks and practices in relation to culture, governance and

accountability, and a further $500 million overlay following the commencement of civil penalty proceedings by

AUSTRAC (both overlays were applied through an increase in risk-weighted assets). Both overlays continue to be

imposed. If the Group incurs additional capital overlays, we may need to raise additional capital, which could have

an adverse impact on our financial performance.

The political and regulatory environment that we operate in has seen (and may in the future see) our regulators

(including any new regulator) receive new powers along with materially (and potentially substantially) increased

penalties for corporate and financial sector misconduct, or failings. For example, recent and anticipated increases in

the civil penalties for certain contraventions (as discussed in ‘Significant Developments’) to the greater of $50 million;

three times the value of the benefit obtained; or where the value of the benefit cannot be determined, 30% of

adjusted turnover during the breach period. Given the size of Westpac, a failure by the Group may result in multiple

contraventions, which could lead to significant financial and other penalties. This could also result in reputational

damage and impact the willingness of customers, investors and other stakeholders to deal with Westpac.

There may also be a shift in the type and focus of enforcement proceedings commenced by regulators in the

future. Regulators may seek to refer investigations to the Commonwealth Department of Public Prosecutions

or other prosecutorial bodies for potential criminal prosecution. This may result in an increase in criminal

prosecutions against institutions and/or their employees or representatives. The civil penalty regimes were

expanded in 2019, with significant increases in applicable penalties. As a result, it is possible that civil penalty

proceedings may be brought more frequently by regulators for conduct after 2019, in a broader range of contexts,

and in circumstances where underlying conduct may not have been intentional, reckless or systemic. ASIC can

commence civil proceedings and seek civil penalties (currently up to $555 million per contravention) against an

Australian financial services licensee for failing to do all things necessary to ensure that the financial services

provided under the licence are provided honestly, efficiently and fairly.

Regulatory investigations or actions commenced against the Group have exposed, and may in the future expose,

the Group to an increased risk of litigation brought by third parties (including through class action proceedings),

which may require us to pay compensation to third parties and/or undertake further remediation activities. In

some cases, the amounts claimed and/or to be paid may be substantial.

We have incurred significant remediation costs on a number of occasions (including compensation payments and

costs of correcting issues) and new issues may arise requiring remediation. We also have, and may continue to

have, challenges and risk in relation to remediation activities such as effectively and reliably scoping, quantifying,

implementing or completing remediation activities, including determining how to compensate impacted parties

properly and fairly, and the challenges and risks of completing these activities in a timely way. Remediation

activities may be affected or delayed by a number of events or considerations, such as the number of customers

(or other parties) affected, where customers commence litigation (including class action proceedings), where a

regulator requires a remediation to be done in a specific way or timeframe, or difficulties in locating or contacting

affected parties. Investigation of the underlying issue may be impeded due to the passage of time, technical

system constraints, or if our records are inadequate. Remediation programs may not prevent regulatory action,

litigation or other proceedings from being pursued, or sanctions being imposed.

Regulatory investigations, inquiries, litigation, fines, penalties, infringement notices, revocation, suspension

or variation of conditions of regulatory licences or other enforcement or administrative action or agreements

(such as enforceable undertakings) have and could, either individually or in aggregate with other regulatory

action, adversely affect our business, prospects, reputation, financial performance or financial condition. There

is additional information on certain aspects of regulatory matters that may affect the Group in ‘Significant

developments’ and in Note 26 to the financial statements.

WESTPAC GROUP
2022 ANNUAL REPORT

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GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Risk and risk management

We have suffered, and in the future could suffer, losses and be adversely affected by the failure to

implement effective risk management

Our risk management framework has not always been, and may not in the future be, effective, and the resources

we have in place for identifying, escalating, measuring, evaluating, monitoring, reporting and controlling or

mitigating material risks may not always be adequate.

This could be because the design of the framework is inadequate or key risk management policies, controls and

processes may be ineffective due to inadequacies in their design, technology failures, incomplete implementation

or embedment, or failure by our people (including contractors, agents, authorised representatives and credit

representatives) to comply with our policies and processes. The potential for these types of failings is heightened

if we do not have appropriately skilled, trained and qualified people in key positions or we do not have sufficient

capacity, including people, processes and technology, to appropriately manage risks.

There are also inherent limitations with any risk management framework as risks may exist, or emerge in the

future, that we have not anticipated or identified.

Further, the design or operation of our remuneration structures and consequence management processes may not

always sufficiently encourage the right risk culture, behaviours, or prudent risk management as intended, which

could also result in staff engaging in excessive risk-taking behaviours.

The risk management framework may also prove ineffective because of weaknesses in risk culture or risk

governance practices and policies (for example, where there is a lack of awareness of our policies, controls and

processes or where they are not adequately monitored, audited or enforced). This may result in poor decision

making or risks and control weaknesses not being identified, escalated or acted upon.

We are required to periodically review our risk management framework to determine if it remains appropriate.

Past analysis and reviews, in addition to regulatory feedback, have highlighted that while there have been

improvements, the framework is still not operating satisfactorily in a number of respects and needs continued

focus. We have a number of risks which sit outside our risk appetite or do not meet the expectations of regulators,

including, for example, fraud and scams, records management, third party arrangements, data, change execution,

models and conduct risk (including product design, hardship and privacy).

As part of our risk management framework, we measure and monitor risks against our risk appetite. When a risk is

out-of-appetite (as some risks are), the Group needs to take steps to bring this risk back into appetite in a timely

way. This may include steps to improve the design of our risk class frameworks and supporting policies. However,

we may not always be able to bring a risk back within appetite within proposed timeframes or institute effective

improvements. This may occur because, for example, the Group experiences delays in enhancing our information

technology systems, in recruiting sufficient appropriately trained staff for required activities or operational failure.

It is also possible that due to external factors beyond our control, certain risks may be inherently outside of

appetite for periods of time.

Weaknesses in risk management systems and controls may also result in regulatory action. For example,

APRA requiring Westpac to hold additional capital as discussed above. In December 2020, APRA accepted an

Enforceable Undertaking from Westpac, reflecting the crystallisation of many of the risks discussed above. APRA

has approved Westpac’s Integrated Plan in relation to risk governance and remediation. Promontory Australia

was appointed as the Independent Reviewer to provide regular updates to APRA on Westpac’s compliance with

the Enforceable Undertaking and the Integrated Plan. These reports are provided quarterly and published on our

website every six months at https://www.westpac.com.au/about-westpac/media/core/.

If any of our governance or risk management processes and procedures prove ineffective or inadequate or are

otherwise not appropriately implemented or we do not bring risks into appetite as has occurred, we could be

exposed to higher levels of risk than expected and sustained or increased regulatory scrutiny. This may result in

losses, imposition of capital requirements, breaches of compliance obligations, fines and reputational damage

which could adversely affect our business, prospects, financial performance or financial condition or require

remediation.

We could suffer losses due to geopolitical risks, environmental and social risk factors or external events

The Group may face changes in the external business environment including competitive, regulatory, economic,

geopolitical, technological, social and environmental changes. There is a risk that the Group does not identify,

understand or respond effectively to such changes or that these changes have an adverse impact on the Group’s

ability to pursue its strategic agenda.

We and our customers operate businesses and hold assets in a diverse range of geographic locations. Geopolitical

risks are increasing, including those arising from geopolitical instability, conflicts, strategic competition, trade

tensions, trade tariffs, sanctions, social disruption (including civil unrest, war and terrorist activity), acts of civil or

international hostility, and complicity with or reluctance to take action against certain types of crimes. We are also

exposed to risks arising from significant environmental change or other external events including climate change,

natural capital loss, water scarcity, rising sea levels, extreme weather events (such as drought, bushfire, flood and

storm), and outbreaks or pandemics (such as COVID-19).

WESTPAC GROUP 2022 ANNUAL REPORT 138
Risk and risk management

Such an event has the potential to hinder domestic and international economic stability and adversely impact

economic activity. It could impact consumer and investor confidence, and disrupt numerous industries,

businesses, service providers and supply chains. It could lead to shortages of materials and labour and/or cost

increases, price volatility or supply interruption in commodities (including metals and energy), volatility in

financial markets including currencies, damage to property, affect asset values and impact our ability to recover

amounts owing to us. All of these impacts could adversely affect our business, prospects, financial performance or

financial condition.

The high dependency of the global economy on nature means natural capital loss represents a risk to Westpac,

primarily through our exposure to customers in sectors that are materially dependent or impact on nature. Natural

capital loss can also contribute to, and be accelerated by, climate change and these risks can be interdependent.

Increasing recognition and market-based responses to this risk also create heightened regulatory and stakeholder

expectations on Westpac. We acknowledge the goal of the Taskforce on Nature-related Financial Disclosures is to

develop and deliver a risk management and disclosure framework for organisations to report on evolving nature-

related risks.

Our business may be exposed to social and human rights risks through our activities and business relationships

including in our operations and supply chain. If we fail to adequately identify and manage these risks, we may

cause, contribute to, or be directly linked to adverse social and human rights impacts including a risk that we may

provide financial services to institutional, business and retail customers that perpetrate, rely on, or benefit from

human rights abuses or exploit our financial platforms and products for criminal purposes.

Data sources relevant to our assessment and management of environmental and social risks continue to mature. If

those data sources do not mature at sufficient pace, or are not sufficiently available or reliable, there is a risk that

our decision making (including target setting and reporting) in areas reliant on this data could be affected, such

as by outdated or incorrect assumptions or modelling.

Please refer to ‘Sustainability’ (‘Natural capital’) for further details on the identification, assessment and

management of Natural capital risks and ‘Sustainability’ (‘Human Rights’), both in Section 1 of this Annual Report,

for further details on the identification, assessment, and management of Human Rights risks.

Climate change may have adverse effects on our business

Climate-related risks have had, and are likely to have, adverse effects on our Group, customers, external suppliers,

and the communities in which we operate. There are significant uncertainties inherent in accurately identifying

and modelling climate-related risks and opportunities over short-, medium- and long-term time horizons and in

assessing their impact. These risks may manifest as physical risks, both acute and chronic in nature, transition

risks, and risks related to legal liability and regulatory action.

Physical risks include increases and variability in temperatures, changes in precipitation patterns, rising sea levels,

loss of natural capital, and increased frequency and severity of adverse climatic events, including fires, storms,

floods and droughts. These may impact us and our customers through, for example, disruptions to business and

economic activity, inability to access insurance and/or impacts on income and asset values. Adverse impacts

on our customers may also, in turn, increase human rights risk, increase the number of people in vulnerable

circumstances, and negatively impact loan serviceability and security values, as well as our profitability.

Transition risks may arise from initiatives and trends associated with climate change mitigation and the

transition to a low carbon economy, changes in investor appetite, shifting customer preferences, technological

developments, changes in supervisory expectations of banks, and other regulatory and policy changes. Transition

risks could directly impact Westpac by, for example, giving rise to higher compliance and/or funding costs, the

contraction of revenue from sectors materially exposed to transition risk, and potential legal or regulatory risk.

We are also indirectly exposed to transition risk through our lending to higher risk sectors or regions and our own

transition pathway. Transition risks may place additional pressure on certain customer sectors, including pressure

to reduce greenhouse gas emissions, that could result in loss of revenue and result in increased credit risk to

Westpac. Conversely, Westpac may not be able to reduce our lending to higher risk sectors or regions, as a result

of possible stakeholder requirements to continue to lend to certain customer sectors.

Westpac’s ambition to become a net-zero, climate resilient bank, including joining the NZBA and setting interim

2030 sector targets has, and will, require ongoing changes to the Group’s lending and operational policies and

processes and may present execution risk. Our ability to meet our commitments and targets is dependent on

the orderly transition of the economy towards net-zero, which may be impacted by external factors including

government climate policy, the level of public and private investment, electricity grid transmission capacity, and

constraints in the development and supply of technology, infrastructure and skilled labour required to deliver new

renewable projects, including power generation.

Failure or perceived failure to adapt the Group’s strategy, governance, procedures, systems and controls to

proactively manage or disclose evolving climate- and sustainability-related risks and opportunities (including,

for example, perceived misstatement of, or failure to adequately implement or meet, sustainability claims,

commitments and/or targets) may give rise to business, reputational, legal and regulatory risks. This includes

financial and credit risks that may impact on our profitability and outlook, and the risk of regulatory action or third

party and shareholder litigation (including class actions) against the Group (and/or our customers), with these

types of actions becoming more common.

WESTPAC GROUP
2022 ANNUAL REPORT

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GROUP PERFORMANCE

FINANCIAL STATEMENTS

SHAREHOLDER INFORMATION

Risk and risk management

We may also be subject, from time to time, to legal and business challenges due to actions instituted by activist

shareholders or others. Examples of areas which have attracted shareholder activism and challenges include: the

finance of or interaction with businesses that are perceived to be at greater risk from physical and transition risks

of climate change or are perceived to not demonstrate responsible management of climate change, environmental

and social issues; disclosure of climate- and sustainability-related risks; and setting and implementing appropriate

climate change and environmental strategies (including net-zero or emissions reductions strategies, targets

and policies).

Scrutiny from Australian, New Zealand and global regulators and shareholders on the climate-related risk

management practices, lending policies, targets and commitments, and other sustainability products, claims

and marketing practices of banks and other financial institutions, will likely remain high in coming years.

Increased focus by and collaboration between local and global regulators on climate change and sustainability

factors increases compliance, legal and regulatory risks, and costs. Applicable legal and regulatory regimes,

policies, and reporting and other standards are also evolving (alongside science, technology, research and

development) and are likely to continue to do so over time. Examples of regulatory developments in this

space include: APRA’s Climate Vulnerability Assessment involving major Australian banks including Westpac;

APRA’s Prudential Practice Guide on climate change financial risks and Climate Risk Self-Assessment Survey;

the EU’s introduction of Sustainability Financial Disclosure Regulations and changes to Basel Pillar 3 disclosure

obligations; international policy consideration of capital regulatory requirement updates to account for climate-

and sustainability-related prudential risks; New Zealand’s introduction of mandatory climate-risk reporting

legislation for the financial sector and associated disclosure standards; AASB’s proposed approach to developing

sustainability-related financial reporting standards in Australia; International Sustainability Standards Board’s

proposed introduction of IFRS S1 General Requirements for Disclosure of Sustainability-related Financial

Information and IFRS S2 Climate-related Disclosures; the US SEC’s proposed introduction of enhanced and

standardised mandatory climate-related disclosures; and increased compliance and enforcement focus by ASIC

and ACCC and other regulators on a range of issues relating to sustainability, including active monitoring and

investigation of environmental or sustainability claims.

Please refer to ‘Sustainability’ (‘Climate Change’) in Section 1 of this Annual Report and our Climate Change

Action Plan for further details on the identification, assessment and management of climate-related risks.

The failure to comply with financial crime obligations has had, and could have further, adverse effects

on our business and reputation

The Group is subject to anti-money laundering and counter-terrorism financing (AML/CTF) laws, anti-bribery

and corruption laws, economic and trade sanctions laws and tax transparency laws in the jurisdictions in which it

operates (Financial Crime Laws). These laws can be complex and, in some circumstances, impose a diverse range

of obligations. As a result, regulatory, operational and compliance risks are heightened.

Financial Crime Laws require Westpac to report certain matters and transactions to regulators (such as

international funds transfer instructions, threshold transaction reports and suspicious matter reports) and ensure

that we know who our customers are and that we have appropriate ongoing customer due diligence in place. The

failure to comply with some of these laws has had, and in the future could have, adverse impacts for the Group.

The Group operates within a landscape that is constantly changing, particularly with the emergence of new

payment technologies, increased regulatory focus on digital assets (e.g. cryptocurrency), increasing reliance on

economic and trade sanctions to manage issues of international concern, and the rapid increase of ransomware

and cyber extortion attacks. These developments bring with them new financial crime risks for the Group (as well

as other risks), which may require adjustments to the Group’s systems, policies, processes and controls.

In recent years there has been, and there continues to be, a focus on compliance with financial crime obligations,

with regulators globally commencing investigations and taking enforcement action for identified non-compliance

(often seeking significant penalties). Further, due to the Group’s scale of operations, an undetected failure or

the ineffective implementation, monitoring or remediation of a system, policy, process or control (including a

regulatory reporting obligation) has resulted, and could in the future result, in a significant number of breaches

of AML/CTF or other financial crime obligations. This in turn could lead to significant financial penalties and other

adverse impacts for the Group, such as reputational damage and litigation risk.

While the Group has systems, policies, processes and controls in place designed to manage its financial crime

obligations (including reporting obligations), these have not always been, and may not in the future always be,

effective. This could be for a range of reasons, including, for example, a deficiency in the design of a control or

a technology failure or a change in financial crime risks or typologies. Our analysis and reviews, in addition to

regulator feedback, have highlighted that our systems, policies, processes and controls are not always operating

satisfactorily in a number of respects and require improvement. We continue to have an increased focus on

financial crime and our management of this risk and, as such, further issues requiring attention have been

identified and may continue to be identified.

Although the Group provides updates to AUSTRAC, the ATO, RBNZ and other regulators on its remediation

and other program activities, there is no assurance that AUSTRAC, the ATO, RBNZ or other regulators will

agree that its remediation and program update activities will be adequate or effectively enhance the Group’s

compliance programs.

WESTPAC GROUP 2022 ANNUAL REPORT 140
Risk and risk management

If we fail to comply with our financial crime obligations, we have faced, and could in the future face, significant

regulatory enforcement action and other consequences as discussed in the ‘We have been and could be adversely

affected by failing to comply with laws, regulations or regulatory policy’ risk factor and increased reputational

risks as discussed in the risk factor entitled ‘Reputational damage has harmed, and could in the future harm, our

business and prospects’. There is additional information on financial crime matters in ‘Significant developments’.

Reputational damage has harmed, and could in the future harm, our business and prospects

Reputational risk arises where there are differences between stakeholders’ current and emerging perceptions,

beliefs and expectations and our past, current and planned activities, processes, performance and behaviours.

There are various potential sources of reputational damage. For example, where our actions cause, or are

perceived to cause, a negative outcome for customers, shareholders, stakeholders or the community. Reputational

damage could also arise from the failure to effectively manage risks, failure to comply with legal and regulatory

requirements, enforcement or supervisory action by regulators, adverse findings from regulatory reviews, failure

or perceived failure to adequately respond to community, environmental, social and ethical issues, and inadequate

record keeping, which may prevent Westpac from demonstrating that, or determining if, a past d

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