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Westpac 2023 Group Annual Report and Appendix 4E

Full Year Results5 November 2023WBCFinancials

ASX Release


6 November 2023


Westpac 2023 Group Annual Report and Appendix 4E


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

2023 Group Annual Report and Appendix 4E.











For further information:


Hayden Cooper Justin McCarthy

Group Head of Media Relations General Manager, Investor Relations

0402 393 619 0422 800 321



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




Level 18, 275 Kent Street

Sydney, NSW, 2000

ASX AppendiX 4e
Results for announcement to the market

1


Report for the full year ended 30 September 2023

²


Revenue from ordinary activities

3,4

($m)up10%to$21,645

Profit from ordinary activities after tax attributable to equity holders

4

($m)up26%to$ 7,1 9 5

Net profit for the year attributable to equity holders

4

($m)up26%to$ 7,1 9 5

Dividend Distributions (cents per ordinary share)

Amount per

security

Franked amount

per security

Final Dividend7272

Interim Dividend7070

Record date for determining entitlements to the final dividend10 November 2023

1. This document comprises the Westpac Group 2023 Full Year Financial Results, and is provided to the Australian Securities Exchange under

Listing Rule 4.3A.

2. This report should be read in conjunction with Westpac's 2023 reporting suite and any public announcements made in the period by the

Westpac Group in accordance with the continuous disclosure requirements of the Corporations Act 2001 and ASX Listing Rules.

3. Comprises reported interest income, interest expense and non-interest income.

4. All comparisons are with the reported results for the twelve months ended 30 September 2022.

ASX Appendix 4E

WESTPAC
2023 ANNUAL REPORT

CREATING

BETTER FUTURES

TOGETHER

50-YEAR PARTNERSHIP WITH

THE WESTPAC LIFESAVER

RESCUE HELICOPTER SERVICE

Westpac’s reporting suite
Our 2023 Annual Report is our primary

report to shareholders. Guided by the

Integrated Reporting Framework principles,

it brings together financial and non-financial

performance, strategic progress and the value

created for stakeholders over the Full Year 2023

(FY23) reporting period.

Our Annual Report forms part of our broader

2023 reporting suite, which comprises the

Group’s financial, non-financial, risk and

sustainability performance for the year. It

includes our FY23 Financial Results Presentation

and Investor Discussion Pack, Pillar 3 Report,

Corporate Governance Statement and our

inaugural Climate Report.

Our full suite is available online at

westpac.com.au/2023annualreport.


50-YEAR PARTNERSHIP WITH

THE WESTPAC LIFESAVER

RESCUE HELICOPTER SERVICE

WESTPAC

2023 ANNUAL REPORT

CREATING

BETTER FUTURES

TOGETHER

WESTPAC

2023 CLIMATE REPORT

CREATING

BETTER FUTURES

TOGETHER

PILLAR 3

REPORT

SEPTEMBER 2023

INCORPORATING THE REQUIREMENTS OF APS330

WESTPAC BANKING CORPORATION

ABN 33 007 457 141

PRESENTATION

AND INVESTOR

DISCUSSION PACK

2023 FULL YEAR FINANCIAL RESULTS

FOR THE 12 MONTHS ENDED

30 SEPTEMBER 2023

WESTPAC BANKING CORPORATION

ABN 33 007 457 141

2023 ANNUAL GENERAL MEETING

WESTPAC BANKING CORPORATION

ABN 33 007 457 141

THURSDAY, 14 DECEMBER 2023

10:00 AM (BRISBANE TIME)

NOTICE OF

MEETING

CORPORATE

GOVERNANCE

STATEMENT

2023

WESTPAC BANKING CORPORATION

ABN 33 007 457 141

Annual ReportFY23 Results

Presentation and

Investor Discussion

Pack

Climate Report

Notice of MeetingPillar 3 ReportCorporate Governance

Statement

Acknowledgment of Indigenous Peoples

Westpac acknowledges the First Peoples of Australia and recognises

their ongoing role as Traditional Owners of the land and waters of this

country, and we pay respect to Elders past and present. We extend that

respect to Westpac’s Aboriginal and Torres Strait Islander employees,

partners and stakeholders, and to the Indigenous Peoples in the other

locations where we operate.

In Aotearoa (New Zealand) we also acknowledge tangata whenua and

the unique relationship that Indigenous Peoples share with all New

Zealanders as partners and custodians of their natural ecosystems

under Te Tiriti o Waitangi.

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.

Westpac Banking Corporation ABN 33 007 457 141

WESTPAC GROUP 2023 ANNUAL REPORT

CREATING BETTER
FUTURES TOGETHER

Contents

1 STRATEGIC REVIEW 1

2023 highlights 2

Performance overview 4

Chairman’s report 6

CEO’s report 8

About Westpac 10

Our operating environment 12

Our strategy 14

How we create value 16

Material sustainability topics 18

Value for shareholders 20

Value for customers 24

Value for our people 28

Value for the community 32

Value for the environment 36

Risk management 40

Corporate governance 48

Directors’ Report 52

Board of Directors 52

Executive team 56

Remuneration Report 66

Information on Westpac 94

Significant developments 94

2 PERFORMANCE REVIEW 97

Reading this report 98

Group performance 102

Segment reporting 130

Risk factors 145

Sustainability governance 157

Other Westpac business information 165

3 FINANCIAL STATEMENTS 167

Financial statements 167

Notes to the financial statements 174

Statutory statements 294

4 SHAREHOLDER INFORMATION 303

Shareholding information 304

Additional information 313

Glossary of abbreviations

and defined terms 320

Contact us inside back cover

1

STRATEGIC

REVIEW

PERFORMANCE

REVIEW

FINANCIAL

STATEMENTS

SHAREHOLDER

INFORMATION

2023
HIGHLIGHTS

1

SHAREHOLDERSCUSTOMERSOUR PEOPLE COMMUNITYENVIRONMENT

$7,195M

Net Profit, up 26%

#1

Australian banking app

2

75

Organisational Health Index

$3.4BN

Taxes paid globally, including

the bank levy and 6th largest

taxpayer in Australia

66%

Reduction in scope 1

and 2 emissions from our

2021 baseline

5

14%

Full year dividend of 142 cents

$23BN

Home loans

49%

Women in senior leadership

3


50-YEAR

Westpac Lifesaver Rescue

Helicopter Service partnership

12 NZBA EMISSION

REDUCTION TARGETS

12.38%

Common equity tier 1 capital ratio

comfortably above regulatory

minimum


$12BN

Business loans

36,146

Employees

4


$27.9M

Spent with diverse suppliers

5

7%

Reduction in exposure to the

fossil fuel energy value chain

5,7

9.0%

Total shareholder return

(-16% in FY22)


$28M

Customer deposits

$6.1BN

Paid to our people

$171M

In community investment

6

100%

Sourcing equivalent of 100%

of Australian direct electricity

demand from renewable energy

from April 2023

1 Comparisons are for the 12 months ended

30 September 2022, unless otherwise stated.

2 The Forrester Digital Experience Review:

Australian Mobile Banking Apps, Q4 2023.

3 Senior Leadership includes Executive Team,

General Managers and their direct reports

(excluding administrative or support roles).

4 Full time equivalent at September 2023.

5 Refer to the 2023 Sustainability Index and

Datasheet for more information on the

definitions.

6 Refer to the 2023 Sustainability Index and

Datasheet for more information on the

definitions. Figure includes commercial

sponsorships and foregone fee revenue.

7 Our fossil fuel energy value chain includes the

following sectors: Oil and Gas (exploration;

extraction and terminals, refining, distribution

and retail); Fuel Retailing; Thermal coal mining;

Coal Ports; and, electricity supply (generation

from fossil fuels only: Gas; Black Coal; Brown

Coal; Liquid fuel).

WESTPAC GROUP 2023 ANNUAL REPORT 2

SHAREHOLDERSCUSTOMERSOUR PEOPLE COMMUNITYENVIRONMENT
$7,195M

Net Profit, up 26%

#1

Australian banking app

2

75

Organisational Health Index

$3.4BN

Taxes paid globally, including

the bank levy and 6th largest

taxpayer in Australia

66%

Reduction in scope 1

and 2 emissions from our

2021 baseline

5

14%

Full year dividend of 142 cents

$23BN

Home loans

49%

Women in senior leadership

3


50-YEAR

Westpac Lifesaver Rescue

Helicopter Service partnership

12 NZBA EMISSION

REDUCTION TARGETS

12.38%

Common equity tier 1 capital ratio

comfortably above regulatory

minimum


$12BN

Business loans

36,146

Employees

4


$27.9M

Spent with diverse suppliers

5

7%

Reduction in exposure to the

fossil fuel energy value chain

5,7

9.0%

Total shareholder return

(-16% in FY22)


$28M

Customer deposits

$6.1BN

Paid to our people

$171M

In community investment

6

100%

Sourcing equivalent of 100%

of Australian direct electricity

demand from renewable energy

from April 2023

3

STRATEGIC

REVIEW

PERFORMANCE

REVIEW

FINANCIAL

STATEMENTS

SHAREHOLDER

INFORMATION

PERFORMANCE
OVERVIEW

1

The Group recorded net profit of

$7,195 million, up 26% on the prior

year. Excluding Notable Items

2

, net

profit increased 12% to $7,368 million.

Our improved financial performance reflects the benefit

of a higher net interest margin and growth in home and

business loans. This was tempered by higher provisions for

loan losses. The operating performance drove a significant

improvement in our return on tangible equity, which rose

1.09 percentage points to 11.7%

3

.

Dividends of 142 cents per share, including a final dividend

of 72 cents per share, were up 14%. The payout ratio of

68%

3

was within our sustainable payout ratio range of 65%

to 75%.

The Group’s financial position was strengthened in

anticipation of a more challenging economic and operating

environment. The CET1 capital ratio of 12.4% compares to

the target operating range of 11.0% to 11.5%.

With $4.0 billion of capital above the target operating

range and confidence in the medium-term economic

outlook, we announced a $1.5 billion on-market share

buyback to return capital to shareholders.

Liquidity coverage and net stable funding ratios of

134% and 115%, respectively, were well above regulatory

minimums.

1 Unless otherwise stated, all figures relate to the year ended

30 September 2023 with the comparative period the year ended

30 September 2022. Certain amounts, measures and ratios presented in

this Annual Report are not defined by Australian Accounting Standards

(AAS). These non-AAS measures are identified and described in the

‘Reading this report’ section of the Performance Review in the 2023

Annual Report.

2 Notable Items are discussed further in section 2.3.

3 Excluding Notable Items.

Improved financial performance

Pre-provision profit was $10,953 million, up

24% compared to the prior year. The increase in FY23

was driven by a stronger performance in the First Half

relative to the Second Half. Excluding Notable Items, pre-

provision profit increased 16% to $11,310 million reflecting

an 8% increase in operating income and 1% increase in

operating expenses.

—Net interest income increased 7% to $18,317 million. Excluding

Notable Items, net interest income increased 11%. This reflects

the expansion in net interest margin (NIM) and a 6% increase

in average interest-earning assets. Growth was driven by

owner occupied mortgages, and loans to business customers

across the commercial property, agriculture and target sectors

in institutional banking. It also included a 10% rise in liquid

assets in response to the reduction in the RBA’s Committed

Liquidity Facility (CLF).

—Group NIM was up 2 basis points to 1.95%. Excluding Notable

Items, NIM of 1.96% was 9 basis points higher. Group NIM

comprised:

• Core NIM of 1.87%, which expanded 12 basis points from

widening deposit spreads in the first half of the year and

higher return on capital balances. This was partly offset by

tighter loan spreads due to intense lending competition as

well as an increase in lower returning liquid assets;

• Treasury and Markets income of 9 basis points, down

3 basis points; and

• Notable Items, which reduced Group NIM by 1 basis point.

This compared to a contribution of 6 basis points in the

prior year.

—Non-interest income of $3,328 million was 36% higher,

mostly due to Notable Items. Excluding these items and the

impact of businesses sold, non-interest income increased 3%

to $2,988 million, due to improved markets income.

—Operating expenses of $10,692 million were 1% lower, driven

in part by Notable Items. Operating expenses excluding

Notable Items were $10,232 million, up 1%. Inflationary

pressures on wages, third-party vendor costs and higher

software expenses were largely mitigated by the benefits of

our cost reset actions.

1.95%

Group NIM,

up 2 bps on FY22

24%

Pre-provision

profit

16%

Pre-provision

profit excluding

Notable Items

1.87%

Core NIM,

up 12 bps on FY22

WESTPAC GROUP 2023 ANNUAL REPORT 4

134%
LCR, 34 ppts above

regulatory minimum

Strong balance sheet

Capital

The CET1 capital ratio rose by 109 basis points to 12.4%.

This reflects the impact of:

—Net profit adding 159 basis points;

—Benefits from APRA’s revised capital standards of

62 basis points; and

—Dividends subtracting 100 basis points.

Funding and liquidity

The September quarterly average liquidity coverage ratio

(LCR) was 134% and the net stable funding ratio (NSFR)

was 115%, both well above regulatory minimums.

The deposit to loan ratio was 82.9%. The Group raised

$35.2 billion of new long-term wholesale funding.

Resilient credit quality

Westpac is well positioned to withstand any future

deterioration in credit quality with impairment provisions

more than $1.5 billion above the expected losses of our base

case economic scenario.

—Credit impairment charges were $648 million or 9 basis

points of average loans, compared to 5 basis points of

average loans in the prior year. The charge was driven by

higher Collectively Assessed Provisions (CAP), a function

of weaker forward-looking economic inputs, a modest

rise in mortgage portfolio delinquencies and some

increased stress within WIB, Business and New Zealand

portfolios. The charge was moderated by an Individually

Assessed Provisions (IAP) benefit of $121 million.

—Credit quality was resilient, albeit experiencing some

deterioration. Stressed exposures to total committed

exposures were 1.26%, a rise of 19 basis points driven by

the mortgage and business portfolios.

—Credit Impairment provisions of $4,941 million were

up 7% due to higher CAP. Overlays were reduced by

$268 million as expected risks did not materialise or are

now reflected in modelled outcomes. The ratio of CAP

to credit RWA was 1.35%, an increase of 19 basis points

due to both higher CAP and lower RWA following the

adoption of APRA’s revised capital framework.

Investment spend

Investment spend was $1,922 million, down 3%.

—Spend on growth and productivity increased 8%,

reflecting the roll-out of our mortgage origination

platform to third-party brokers, investment in

digital capability to improve customer experience

and continued development of the corporate cash

management platform.

—Delivery of our regulatory compliance agenda remains

a priority and was a significant proportion of spend.

As we have made progress, risk and regulatory spend

decreased 9%.

CAP TO CREDIT RWA (%)

INVESTMENT SPEND (%)

Risk and regulatory Growth and productivity

STRESSED EXPOSURES AS A % OF TCE

SEP-21SEP-23

SEP-22

1.36

1.26

1.07

SEP-21SEP-23SEP-22

1.17

1.35

1.16

CET1 CAPITAL RATIO (%)

APRA basis Internationally comparable

SEP-21SEP-23SEP-22

18.7

12.4

17.6

11.3

18.2

12.3

38

62

5

STRATEGIC

REVIEW

PERFORMANCE

REVIEW

FINANCIAL

STATEMENTS

SHAREHOLDER

INFORMATION

CHAIRMAN’S
REPORT

The Board has made it a priority for

the Company to invest to maintain

or grow its position in key markets.

Dear fellow shareholders,

This year has seen the best financial and operating

performance by the Group since 2018. We also made

improvements in digitisation and customer service,

particularly in consumer banking. We made good progress

in consumer deposits and we stabilised the historical

erosion in our lending position.

Profit after tax was $7.2 billion in FY23, up 26% on a

statutory basis and 12% excluding Notable Items. Return

on tangible equity was solid at 11.7%

1

, well above our cost

of equity. Income was strong, up 8%

1

. However, the credit

impairment charge doubled reflecting the effect of interest

rate rises and inflation on customers.

Costs were down 1%, excluding Notable Items they were

up 1%. Our cost outcome reflects action, such as the 6%

reduction in employees

2

in the second half of the year, to

counter numerous cost pressures including wage inflation,

procurement, change to improving customer service and in

upgrading our operational risk capability.

Our capital position remains strong with a core equity

tier 1 ratio of 12.4%, well ahead of our target operating

range of 11% to 11.5%. With this result, we declared an

increased final dividend of 72 cents as well as announcing

a $1.5 billion share buyback. Our excess capital position

provided flexibility to reward shareholders with enhanced

dividends and a buyback. There is potential for future

capital management should the Group remain in an excess

capital position.

The Board has made it a priority for the Company to

invest to maintain or grow its position in key markets.

This follows a period of sustained market share loss in our

key products. Fortunately, our position is now stable and

we have reasonable prospects of sustaining or recapturing

lost ground over coming years.

1 Excluding Notable Items.

2 Full time equivalent.

Shareholders may be aware of our complex technology

systems arising from historical acquisitions that have not

been fully integrated. This complexity is probably the single

greatest barrier to further simplification and cost reduction.

In coming years, we will continue our simplification by

integrating technology to deal with complexity, cost and

service issues from past acquisitions. We expect it will

strengthen our capability to serve customers, reduce

operational risk and improve productivity. In doing so, this

will increase the long-term value of the Company.

Fortunately, the Group has the capacity to carry out

this program. Our annual investment spend has been an

average of some $2 billion over recent years, with more

than 60% directed towards risk and regulatory matters and

operational risk improvement.

Shareholders will recall the AUSTRAC matter in 2019,

the enforceable undertakings imposed by our prudential

supervisors in both Australia and New Zealand in 2020 and

various other matters relating to the Group’s regulators

over the period. Investment has been essential in reducing

risk and improving customer service, which came at a very

significant cost to the Group.

Specifically, from 2019 to 2023 Westpac spent $5.8 billion

on risk and regulatory change, excluding penalties

of $1.4 billion.

We have made good progress on these matters, and

they will require less spend from 2025 onwards, giving

us the capacity to re-direct investment to further benefit

customers and shareholders.

The Customer Outcomes and Risk Excellence (CORE)

program has been a major and important part of our

efforts. CORE has materially strengthened the Group’s risk

foundations. Once completed, we believe the program

will bring lasting value to shareholders and help restore

Westpac’s traditional strategic competitive position.

WESTPAC GROUP 2023 ANNUAL REPORT 6

I know shareholders are concerned about climate change
and believe our approach of a just and inclusive transition

to a net-zero future is appropriate for our customers. To

this effect, we are putting to shareholders at this upcoming

AGM our own advisory resolution on climate change which

we hope shareholders will support.

This is my final year as your Chairman. Reflecting on my

time here, apart from the general improvement in our

position outlined in this letter, we have radically simplified

the Group. We have sold 10 non-strategic businesses

to focus on our natural strength in consumer, business

and institutional banking in Australia and New Zealand.

Internationally, we’ve retained Fiji and Papua New Guinea

and consolidated our institutional banking and markets

locations into four centres.

Two Directors, Michael Ullmer and Tim Burroughs with

strong banking and investment banking credentials

respectively, joined the Board during the year and are

already making a strong contribution. Both are standing

for election at this year’s AGM. Mike Hawker retired from

the Board during the year. Chris Lynch is not seeking

re-election. He will complete his full term, and will retire

at the end of this year’s AGM.

I’m particularly pleased that Steven Gregg has joined the

Board as Chair-Elect to replace me. He is a seasoned Chair

with strong corporate and investment banking credentials.

Steven has aligned his directorships to ensure he has

the capacity to allocate the time necessary for a major

regulated bank and is also standing for election.

I would like to thank customers, and they can be assured

of our support for them in today’s difficult times. I also

extend my appreciation to shareholders for staying with us

through what has been an incredibly difficult and turbulent

time for the Group.

I would also like to thank the Board, the management team

and employees for their hard work and dedication during

the year.

In closing, I genuinely believe we have made progress as a

Group, that we have seen the worst, but still require further

simplification. Notwithstanding near-term uncertainties

on the economic front, and increased technology

rationalisation requiring investment, looking beyond that,

I do believe for Westpac, the best is yet to come.

Yours sincerely,

John McFarlane

CHAIRMAN, WESTPAC

WITH THIS RESULT WE DECLARED

INCREASED DIVIDENDS AS WELL

AS A SHARE BUYBACK.

142 CENTS

FULL YEAR DIVIDENDS

$1.5BN

SHARE BUYBACK

7

STRATEGIC

REVIEW

PERFORMANCE

REVIEW

FINANCIAL

STATEMENTS

SHAREHOLDER

INFORMATION

CEO’S
REPORT

Our strategy starts and ends with our

customers. We’re broadening access

to banking services by investing in

technology, data and digital, and

improving the customer experience

by making banking easier, simpler

and safer.

Dear shareholders,

This year we delivered an improved financial result while

navigating and supporting customers through economic

uncertainty. We also continued to redirect our strategic

focus towards growth and generating sustainable

shareholder returns.

Improved financial result

Balance sheet strength was a priority and over the year we

continued to reinforce it across capital, funding, liquidity and

credit provisioning.

Our capital position was the strongest in my 29 years with the

bank. The CET1 capital ratio of 12.4%, is above the top of our

target operating range and positions us in the top quartile of

banks globally.

With $4.0 billion of capital above the target operating range

and more confidence in the economic environment, we are

returning capital to shareholders through a $1.5 billion on-

market share buyback. This is in addition to the $5.0 billion

of capital paid to shareholders through the interim and

final dividends.

Our net profit of $7,195 million for full year 2023, was up

26% on the prior year. Excluding Notable Items, net profit

increased 12% to $7,368 million. Growth in operating income,

which was underpinned by the benefit of a higher net interest

margin and growth in home and business loans, exceeded

operating expense growth. Higher provisions for loan losses

tempered the result.

Earnings per share growth of 28% was faster than profit growth,

as last year’s buyback reduced the average share count by 2%.

The improved financial performance drove a significant increase

in return on equity, which rose 2 percentage points to 10.1%.

This in turn supported strong dividend growth with dividends

of 142 cents per share, including a final dividend of 72 cents per

share, up 14% in the year.

While the improvement in financial performance was

pleasing, we are still a higher cost bank relative to our

peers. This is a position we must reverse over time. Our risk

management programs, including our Customer Outcomes

and Risk Excellence (CORE) program, have required

sustained investment and focus and that has reduced profit.

We are determined to successfully deliver the program, to

meet expectations of regulators and customers and to ensure

the changes endure.

1 As at 30 September 2023. Completed activities finalised by Westpac. Activities may still be subject to Promontory Australia review.

Helping customers

We recognise higher interest rates and inflation are impacting

some Australians and New Zealanders and we are supporting

customers and businesses through this period.

From a credit quality perspective, we monitor our portfolio

closely and we have seen a modest increase in stress. Our

business loans portfolio is well positioned with most customers

navigating higher input costs and slowing demand. Our

mortgage portfolio, which is our largest, is demonstrating

resilience with most customers being able to respond to

economic pressures.

Some customers are doing it tough. We helped 69,000

customers and businesses through hardship over the year,

working closely to provide tailored support. We ended the

year with 13,000 customers in hardship arrangements, 69%

below the peak during COVID.

Simpler and stronger bank

Building a simpler and stronger bank has been our priority

over recent years. We have sharpened our strategic focus on

banking in Australia and New Zealand, and divested 10 non-

core businesses, including three this year.

We are strengthening our approach to risk management,

reflecting we have not always got it right. This is being

implemented through a coordinated program of work and

investment, including our multi-year CORE program.

We have now completed 94%

1

of CORE’s activities with

the remainder expected to be completed by the end of the

calendar year. Our focus over the coming year will be to

further embed the changes across the organisation and we

will continue to work closely with Promontory and APRA

as they assess the effectiveness and sustainability of the

changes we have made. Refer to page 22 for more on

CORE progress.

Creating better futures

This year we adopted a new purpose – Creating better futures

together. Framed by four pillars, it centres on customers and

aims to drive growth in our key markets and improve returns.

Refer to page 14 for more on our strategy.

We realigned our organisational structure to support this

strategic renewal. This included separating Consumer

and Business banking as well as establishing a dedicated

technology function focused on accelerating technology

simplification.

WESTPAC GROUP 2023 ANNUAL REPORT 8

Our strategy starts and ends with our customers. We’re
broadening access to banking services by investing in

technology, data and digital, and improving the customer

experience by making banking easier, simpler and safer.

Customers are increasingly adopting digital banking. Our

Westpac app, used over five million times a day, was rated

the #1 banking app by Forrester

1

. It gives customers control

of their everyday banking and now features additional

budgeting tools, carbon footprint tracking and voice search

functionality.

We’re also investing to support business customers. EFTPOS

Air, which turns your phone into a merchant terminal, is

helping businesses get paid easily while on the go and is

available on both iPhone and Android devices. Customers

can now open a business transaction account digitally in less

than 10 minutes.

We aim to reclaim our position as a leading institutional bank.

We started with the simplification of our product and service

offering which has facilitated deeper relationships with

existing customers. Our top strategic priority is uplifting our

cash management and transactional banking capability. We

see this as a critical foundation to achieving our aspiration of

being our clients’ banking partner of choice.

Home loans are our largest product. Competition was fierce

during the year and we worked hard to give customers

every reason to stay with us while attracting new customers.

We are defined by our service and have improved our

systems and processes to reduce approval times. This year

we completed the roll-out of our single mortgage platform

and extended the capability of our digital mortgage. We

expect our enhanced customer proposition to lead to an

improvement in our home lending momentum.

We continued to consolidate our branch network to improve

efficiency and now have 82 co-located branches. Customers

have access to around 6,800 ATMs fee free across Australia.

Face to face banking is also supported by our partnership

with Australia Post while we have continued to expand video

banking which allows in-home service.

These service enhancements, along with others, are critical

to retaining and attracting customers over time. Our key

customer metrics of Net Promoter Score (NPS) have

improved, but not as much as we planned. We believe the

organisational change we made this year, combined with

increasing the focus on the customer experience through

the Company, will lift service standards to the levels we

aspire to achieve.

Cyber and scams

Protecting customers and their money while ensuring the

continuity of our service is critical. We continue to build our

defences to combat the escalating threat of cybercrime

and scams.

During the year we launched a range of initiatives to detect,

disrupt and halt cybercrime. This includes alerting customers

of potential scams through payment prompts. We’ve also

introduced blocks for certain cryptocurrency payments

and use behavioural and facial biometrics when onboarding

some customers.

Fighting cybercrime requires collective action as well as

building awareness, so we’re collaborating with industry

peers, regulators and law enforcement agencies.

1 The Forrester Digital Experience Review: Australian Mobile Banking Apps, Q4 2023.

2 Senior Leadership includes Executive Team, General Managers and their direct reports (excluding administrative or support roles).

3 Full time equivalent at 30 September 2023.

Strengthening culture

As the face of our bank, our people shape the experience of

customers. We are investing to build their capabilities and to

strengthen our workplace and culture.

This included progressing our diversity and inclusivity

commitments. Women now make up 49% of senior

leadership roles

2

, 50% of our executive team and 54% of our

workforce. We are also growing our Indigenous workforce.

Through our new capability framework and ongoing

investment in development, we’re continuously building the

aptitude of our workforce. For example, this year over 5,000

employees completed a Data and Digital program to improve

data and digital skills.

We measure cultural change through our Voice+ survey,

which includes McKinsey’s Organisational Health Index score

(OHI). It remained steady at 75, one point below the global

top quartile score of 76. This is a pleasing outcome given the

extent of organisational change, including the 4% reduction

in employees

3

over the year as our cost reset program

continued.

On behalf of the executive team, I thank every one of our

people for their contribution and dedication to customers.

Sustainability progress

Supporting the transition to net-zero by 2050 is one way

we can help create better futures. This year, in line with our

refreshed purpose and strategic pillars, we updated our

sustainability strategy.

We are making progress towards our ambition to become a

net-zero, climate resilient bank. Consistent with our targets,

we are reducing operational emissions and the equivalent of

100% of our Australian direct electricity demand from April

2023 was sourced from renewables.

As a bank, the most significant role we can play is supporting

customers in their transition. We are progressing our Net-

Zero Banking Alliance (NZBA) commitment and now have

12 targets in place. Progress is set out in our inaugural

Climate Report.

It’s 50 years since the Westpac Lifesaver Rescue

Helicopter Service began. The iconic Westpac branded

chopper represents one of Australia’s longest corporate

community partnerships – more than 100,000 missions

have been performed – and is symbolic of our long-standing

commitment to supporting the community.

Finally, thank you to our Board and especially our Chairman,

who is retiring at the upcoming AGM. His counsel and

guidance have been constant. And most importantly,

thank you to our shareholders for their continued support

of Westpac.

Peter King

CEO

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INFORMATION

Westpac provides a broad range
of financial products and services

in our core markets of Australia and

New Zealand.

Westpac is Australia’s first bank and oldest company.

Established in 1817, as the Bank of New South Wales under

a charter of incorporation signed by Governor Lachlan

Macquarie, we expanded across Australia, New Zealand

and the Pacific. In 1982, we changed our name to Westpac.

In recent years, we have become a simpler bank,

sharpening our focus on banking for Australian and New

Zealand consumer, business and institutional customers.

Today, we serve 13.0 million customers and provide

products and services though our four divisions: Consumer,

Business and Wealth, Westpac Institutional Bank and

Westpac New Zealand.

1. APRA Banking Statistics, September 2023.

2. RBA Financial Aggregates, September 2023.

3. RBNZ, September 2023.

ABOUT

WESTPAC

Australia

Household deposits

1

21%

Mortgages

2

21%

Business credit

2

15%

New Zealand

Consumer lending

3

18%

Deposits

3

18%

Business lending

3

16%

Market share

WESTPAC GROUP 2023 ANNUAL REPORT 10

1 All figures are in AUD.
WESTPAC COMPRISES SIX MAJOR SEGMENTSFY23 NET PROFIT

1

Consumer

$3,052M

7%

Business

$1,628M


77%

Westpac Institutional Bank

(WIB)

$1,061M


54%

New Zealand

$887M

18%

Group Businesses

($38M)

Large

Specialist Businesses

$605M


Large

Total

$7,195M


26%

REPORTED NET PROFIT ATTRIBUTABLE TO OWNERS OF WESTPAC ($M)

20232022

% MOV’T

2023-2022

Net interest income18,31717,1617

Non-interest income3,3282,44536

Net operating income21,64519,60610

Operating expenses(10,692)(10,802)(1)

Pre-provision profit10,9538,80424

Impairment (charges)/benefits(648)(335)93

Profit before income tax expense10,3058,46922

Income tax expense(3,104)(2,770)12

Profit after income tax expense7,2015,69926

Profit attributable to non-controlling interests (NCI)(6)(5)20

Net profit attributable to owners of WBC7,1955,69426

Notable Items (post tax)(173)(874)(80)

11

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SHAREHOLDER

INFORMATION

OUR OPERATING
ENVIRONMENT

Operating environment

1

Australia

The economic strength evident during 2021 and 2022,

driven by post-COVID reopening and supported by

substantial policy stimulus, has given way to below trend

growth in 2023. The headwinds of high inflation and

sharply higher interest rates are being felt.

Economic growth is expected to slow from 2.7% for 2022

to a forecast 1.2% for 2023. This is well below population

growth, which has accelerated sharply and is expected to

come in at over 2% this year.

Consumer spending has been at the centre of the

downturn. Growth of 1.5% in the year to June was well

below the 2.4% increase in population. This ongoing lower

consumption growth reflects contracting real disposable

income as the rising cost of living, an increasing tax burden

and higher mortgage rates weigh on households. While

the deceleration is widespread, it is less acute in the mining

states of Western Australia and Queensland.

The housing market has proved extremely resilient this year

with prices up approximately 6% for 2023 to date and now

closing in on their 2022 peak. Annual price growth is back

in positive territory across all major capital city markets.

While housing turnover remains soft, the acceleration in

prices is supporting demand for credit via stronger new

lending activity. System housing credit growth is expected

to trough at an annual rate of approximately 4% in 2023.

For business, the slowdown in the growth of national

income has led to a deterioration in profitability for

both the mining and non-mining sectors. Businesses are

responding to the continued softening in demand and

lower profitability with more constrained investment.

Demand for business credit is therefore expected to slow

from 11.9% in 2022 to approximately 5% in 2023.

Competition in home lending, the Group’s largest customer

offer, was particularly intense in the first half of our financial

year. This led to the significant contraction in home loan

spreads leading to the Group’s conscious decision to be

disciplined on market share. Wider spreads on deposits

and earnings on capital, both a function of higher interest

rates, more than offset lending competition impacts.

1 All references are to calendar years unless otherwise stated.

Inflationary pressures were a feature of the operating

environment. There was upward pressure on employee

expenses and significant cost increases across many

third-party vendor services, in particular technology.

The Group’s cost reset productivity initiatives offset

much of the cost pressure.

Revisions to the Australian Prudential Regulation

Authority’s (APRA’s) capital framework became effective

from 1 January 2023 and included updated prudential

standards for capital adequacy and credit risk capital.

APRA’s requirement for domestic systemically important

banks (D-SIBs), including Westpac, is to maintain a core

CET1 capital ratio of 10.25%.

New Zealand

Substantive tightening in monetary policy combined with

higher inflation have led to a significant slowing in activity.

Economic growth is expected to slow from 2.4% in 2022

to 0.8% in 2023.

The Reserve Bank of New Zealand’s (RBNZ’s) strategy

of moving official interest rates relatively quickly to 5.5%

has been effective in tightening financial conditions. The

tightening has mainly been felt by leveraged households

and businesses who are increasingly paying markedly

higher financing costs. For households, a significant

proportion of past rate increases is still to hit budgets as

borrowers roll onto higher rates.

Inflation has proven to be resistant to monetary policy

tightening in the post-COVID period. Many factors have

been at play including: a tougher geopolitical environment;

ongoing frictions in global supply chains and volatility in oil

prices; and resilience among households and businesses

that built up significant buffers. In addition, aggregate

demand is being supported by stronger population growth.

Demand for credit from both the household and business

sectors has softened, given the low growth and higher

interest rate environment. System growth for housing and

business in 2023 is expected to slow to 2.3% and 3.8%

respectively. Competition has been heightened during this

period of low growth.

Westpac New Zealand completed a program of work to

meet the requirements of the RBNZ’s BS11 outsourcing

policy. The objective of the policy is to minimise the impact

on the wider economy of the failure of a large bank, or a

service provider to a large bank.

WESTPAC GROUP 2023 ANNUAL REPORT 12

Global
Global economic growth, after rebounding strongly in

2021 and 2022, has slowed as the combined impacts of

monetary policy tightening and cost-of-living pressures

have dampened demand. Notwithstanding the slowdown,

activity in many advanced economies has been more

resilient than expected, especially in the services sectors.

Globally, headline inflation has continued to decline with

energy prices remaining well below their peaks last year.

With services inflation proving to be more persistent,

core inflation has declined by far less. This has resulted in

financial markets expecting interest rates to remain higher

for longer, which in turn has put upward pressure on global

bond yields and seen the US dollar strengthen further.

Financial market volatility spiked in March following a run

on the deposit base of three regional US banks: Silvergate;

Silicon Valley; and Signature. Broader financial stability

concerns were heightened in the lead up to Credit Suisse

being taken over by UBS, an arrangement facilitated

by Swiss regulators. The prompt response from central

banks and banking regulators, along with the recognition

of generally strong banking sector capital and liquidity,

stabilised markets.

Activity in, and prospects for, the United States and China

will be key influences on the Australian and New Zealand

economies. The most critical of the headwinds faced by

the United States is the ongoing deceleration in credit

growth and tighter financial conditions and standards, the

full effect of which is yet to be seen. While we expect the

United States to avoid recession, growth is expected to

remain tepid in 2023 before slowing to 1.4% in 2024.

The economic outlook for China deteriorated during the

year, in particular conditions in the property sector which

have weighed on household consumption. More recently,

indicators suggest an emerging recovery in confidence

and spending. We expect this recovery to continue, aided

by policy support, with economic growth expected to

accelerate to approximately 5% in both 2023 and 2024.

Outlook

Australian economic growth is expected to recover only

modestly in 2024 to a below trend 1.6%. This is likely to be

associated with higher unemployment that will assist in

returning inflation towards the RBA’s target range. Demand

for credit should remain subdued with system credit

growth for home lending in the 4% to 5% range and below

2% for business lending. Many customers are likely to find

these operating conditions challenging.

The Group enters FY24 with financial strength across

capital, funding and liquidity. Provisioning levels position

the Group to withstand further deterioration in credit

quality and to support customers. Maintaining market

share in key segments is an objective. The lagged impact

of lending competition, along with modest balance sheet

growth, is expected to provide headwinds for revenue.

In addition, upward pressure on costs from inflation

will persist.

3.8%

Unemployment rate

1,2

4.6%

Inflation rate

1,2

1.2%

GDP

1,2

3.8%

Wages growth

1,2

1 Australian figures.

2 Westpac Economics calendar year forecast as at 3 November 2023..

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INFORMATION

OUR STRATEGY
We’re creating better futures

together

For the past 200 years, we’ve been backing people,

businesses and communities. Always adapting and

evolving, we’re inspired by our customers, their needs and

a genuine desire to create better futures.

After sustained focus over the past three years, we’re

a simpler and stronger bank. Our strategy focuses on

banking in Australia and New Zealand. We’ve divested 10

businesses, reduced our geographical footprint and are

actively strengthening our management of risk and risk

culture.

Guided by our strategic purpose – Creating better futures

together – and our ambition to be our customers’ #1 bank

and partner through life, we refreshed our strategy during

the year. Framed by four strategic pillars of Customer, Easy,

Expert and Advocate, it focuses on growing in our key

markets and improving returns.

To support our strategic refresh and to sharpen our

focus on our largest markets, we also carried out an

organisational restructure late in the year.

Customers are at the heart of what we do. We value the

whole of customer relationship and are working hard

to anticipate their needs, including through delivering

personalised experiences, offers and insights. Transaction

accounts and payments are at the centre of our customer

relationships, enabling us to build early and deeper

connections.

We’re making banking easier, more intuitive and digital.

We’re radically simplifying our bank – solving pain points,

removing manual processes, making banking safer and

automating workflows. We’re aiming to create a seamless

customer experience across our channels.

We deliver expert solutions and tools to guide customers

in making better decisions. We help them manage their

money every day as well as plan ahead by sharing our

insights. Our people work alongside our customers to

tackle some of the issues, like managing the cost of living

and transitioning to net-zero.

We advocate for positive change and speak up for what’s

right. We’re advocating for financial inclusion, action on

climate and safer digital services across our business,

industry and communities.

Key measures on the progress of our strategy will be our

return on tangible equity and market positions.

Progressing sustainability

In line with our new purpose, our material sustainability

topics and the Principles for Responsible Banking, we

have updated our sustainability strategy. Our sustainability

strategy comprises six objectives structured around our

strategic pillars. These objectives are to:

—Enhance financial inclusion and equality

—Strengthen data security and protection

—Become a net-zero, climate resilient bank

—Become a nature positive bank

—Respect and advance human rights

—Enable diversity and inclusion.

Our objectives are underpinned by a range of metrics,

actions and positions that will aim to demonstrate how

we are advancing sustainability. Reporting on these will

commence in FY24. Our refreshed sustainability strategy

aligns with the UN Sustainable Development Goals (SDGs),

which we have endorsed since 2015.

WESTPAC GROUP 2023 ANNUAL REPORT 14

OUR PURPOSE
Creating better futures together

OUR VALUES

Helpful • Ethical • Leading change • Performing • Simple

AMBITION

To be our customers’ #1 bank and partner through life

Return on tangible equity

Market position

Expert

solutions

and tools

—Comprehensive

solutions, features &

benefits

—Distinctive thought

leadership in finance

and climate

—Best people in the

industry

Customer

care at the

heart

—Responsive &

consistent service

—Support for customers

in good times & bad

—Recognition for

customers’ loyalty

Advocate

for positive

change

—Financial inclusion

& equality

—Data security &

protection

—Action on climate &

nature

Easy

to do

business with

—Simple, safe,

straightforward

banking

—Better ways to

manage finances

—Digitally-enabled

throughout

Data-informed

insights

and decisioning

Strong balance

sheet

Passionate

people who

make a

difference

Proactive risk

management

and risk culture

PILLARS

FOUNDATIONS

MEASURES

15

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HOW WE CREATE VALUE
OUR PURPOSE

Creating better futures together

A STRATEGY FOR

GROWTH AND RETURN

What we do (page 10)

We provide a broad

range of financial products

and services in our core

markets of Australia and

New Zealand, including

consumer, business and

institutional banking

services.

OUR RESOURCES AND RELATIONSHIPS

Shareholders

The almost 655,000 shareholders who look

to us to deliver sustainable returns.

Customers

The 13.0 million customers we serve through

our branches and growing digital capabilities.

Our people

A capable, motivated and engaged

workforce of 36,146

1

employees seeking to

create better futures together.

Community

Mutually beneficial relationships with local

communities, suppliers and governments.

Environment

The natural resources which sustain our

business, our communities and the planet.

1 Full time equivalent, as at 30 September 2023.

WESTPAC GROUP 2023 ANNUAL REPORT 16

THE VALUE WE CREATE
1

Shareholders (page 20)

Delivering improved returns for shareholders

$5.0BN

to be returned to

shareholders via

dividends

$1.42

dividend per share

199BPS

increase in

return on equity

Customers (page 24)

Building enduring customer relationships

$773BN

in lending

$641BN

in customer

deposits

13.0M

customers

served

Our people (page 28)

Being a place where the best people want to work

75

Organisational

Health Index

$6.1BN

paid to our people

49%

women in senior

leadership

2

Community (page 32)

Being a leader in the community

$3.4BN

taxes paid globally,

including the bank

levy and 6th largest

tax payer in Australia

3

$171M

in community

investment

4

Highest

(‘Elevate’) level

Reconciliation

Action Plan

Environment (page 36)

Contributing to the net-zero transition

$2.6BN

in new lending to

climate change

solutions

5

66%

reduction in scope 1

and 2 emissions from

our 2021 baseline

12

NZBA emission

reduction targets

Customer care

at the heart

Easy to do

business with

Expert solutions

and tools

Advocate for

positive change

1 Comparisons are for the 12 months ended 30 September 2022, unless otherwise stated.

2 Senior Leadership includes Executive Team, General Managers and their direct reports (excluding administrative or support roles).

3 Based on the ATO’s Corporate Tax Transparency Report for the 2020-21 Income Year, published November 2022.

4 Refer to the 2023 Sustainability Index and Datasheet for more information on the definitions. Figure includes commercial sponsorships and foregone fee revenue.

5 Climate change solutions activities are defined in the Glossary section in our 2023 Sustainability Index and Datasheet.

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MATERIAL
SUSTAINABILITY TOPICS

Assessing our material sustainability

topics

Each year, we identify our most material sustainability

topics to help guide our strategy and focus on the areas of

most importance to all our stakeholders.

The approach to determining our sustainability topics

is guided by various global standards, most notably

the Global Reporting Initiative (GRI) and its method

for assessing materiality. GRI defines materiality as the

significance of the impacts of our business activities on the

economy, environment and people, including impacts on

human rights.

The concept of ‘materiality’ for sustainability matters differs

from the more commonly used term of ‘materiality’ that

applies to financial statements, which in turn is determined

by Australian and international accounting standards.

The two concepts are linked to the extent that a material

sustainability issue may ultimately impact a company’s

financial results. For instance, we annually assess whether

the impacts of climate change have a ‘material’ impact on

our balance sheet or income statement.

To identify our material sustainability topics, we begin

with the risks recorded in Westpac’s integrated risk

and compliance management system and prioritise

sustainability-related risks with a higher ‘Inherent Risk

Rating’. Our risk management process, described on

page 40, explains how we assess and record risks,

including how we integrate social and environmental

aspects.

We also examine recorded incidents, external benchmarks

and frameworks, and engage with internal and external

stakeholders. We condense this work to a list of material

sustainability topics which we then validate through

discussions with senior management, our ESG and

Reputation Committee, and our Stakeholder Advisory

Council. The results are presented to the Board Audit

Committee and approved by the Board as part of our

annual financial reporting.

This year, we have aligned our Annual Report with the

Integrated Reporting Framework. As part of this process,

we determined that all our material sustainability topics

were relevant to measure value for our stakeholders and

therefore to be included in our Annual Report.

FY23 material sustainability topics

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

Shareholders Customers Our people Communities Environment

– Financial

performance

– Corporate

compliance

– Data management

– Technology,

digitalisation

and AI

(page 20)

– Support vulnerable

customers

– Data privacy

– Safe and inclusive

products and

services

– Marketing and

promotion

(page 24)

– Work culture

– Employee health

and safety

– Talent attraction

and retention

– Inclusion and

diversity

(page 28)

– Supporting local

communities,

including

Indigenous peoples

– Human rights

– Sustainable and

diverse supply

chain

– Tax transparency

(page 32)

– Climate change

– Natural capital

(page 36)

Topics that are relevant to all

– Ethics and

business conduct

(page 51)

– Cybersecurity

(page 27)

– Anti-money laundering/counter-terrorism

financing

(refer performance review)

– Anti-bribery

and corruption

(page 51)

WESTPAC GROUP 2023 ANNUAL REPORT 18

We obtained independent limited and reasonable
assurance over various sustainability subject matter,

including a selection of performance data and assertions

in our 2023 Annual Report, 2023 Climate Report and in the

2023 Sustainability Index and Datasheet. Our assurance

statements are available on our website and in our 2023

Climate Report.

Other sustainability disclosures on our website include:

2023 Sustainability

Index and Datasheet

Natural Capital

Position Statement

Climate Report (including

Climate Change Position

Statement and Action

Plan)

Westpac Human Rights

Position Statement and

Action Plan

Westpac Group

Reconciliation

Action plan

Family or Domestic

Violence Position

Statement

Safer Children

Safer Communities 2022

Impact Report

Modern Slavery

Statement FY22

More detail on sustainability governance and risk

management is available in Section 2 of this Annual Report.

Sustainability approach

In pursuing our purpose, we seek to integrate sustainability

into our operations. Our refreshed sustainability strategy,

driven by our material sustainability topics, is helping guide

the way.

The implementation of our sustainability strategy is

underpinned by a variety of position statements, policies

and plans, all of which have supporting actions. For

instance, we are working to more deeply incorporate our

climate change targets and positions into our credit risk

assessment processes, and we have been integrating

human rights evaluations into supplier assessments.

This Annual Report focuses on our material sustainability

topics and how we create value for stakeholders. Our

sustainability topics are further supported by a range of

disclosures that provide more detail on our approach. Refer

to the adjacent table for our key sustainability documents.

Disclosures are based on global sustainability frameworks,

standards and initiatives, such as the Global Reporting

Initiative (GRI), the Sustainability Accounting Standards

Board (SASB), the Taskforce on Climate-related Financial

Disclosures (TCFD), the Net-Zero Banking Alliance

(NZBA), the United Nations Principles for Responsible

Banking (UNPRBs), the United Nations Guiding Principles

on Business and Human Rights (UNGPs) and the United

Nations Global Compact (UNGC).

Our Sustainability Index and Datasheet is the reporting

hub for most of our sustainability metrics. It provides a

glossary and details our alignment with key reporting

standards.

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INFORMATION

We are working to deliver
long-term, sustainable value

for shareholders by growing

our customer franchise,

improving productivity and

returns, reducing risk and

optimising our capital position

while maintaining a strong

balance sheet.

Key highlights

28%

EARNINGS PER SHARE

1


14%

FULL YEAR

DIVIDENDS OF

142 CENTS

$1.5BN

SHARE BUYBACK

ANNOUNCED

9.0%

TOTAL SHAREHOLDER

RETURN

1 Basic earnings per ordinary share. Compared to FY22.

CREATING

VALUE FOR

SHAREHOLDERS

20WESTPAC GROUP 2023 ANNUAL REPORT

Improving shareholder returns
To create value for our 655,000 shareholders, we aim to

deliver returns above our cost of capital.

The recovery in profitability and associated improvement

in our return on equity contributed to an increase in

shareholder returns through dividend growth. The uplift

was driven by higher net interest margin, growth in our

underlying franchise and disciplined cost management.

This year, we will return $5.0 billion to shareholders through

fully franked dividends. Dividends for the year were up

17 cents per share, or 14%. This year’s payout ratio is 69%

on a net profit basis, and 68% excluding Notable Items.

We also announced a return of capital to shareholders via

a $1.5 billion on-market share buyback.

Alongside higher dividends, our share price rose 2% over

the year, contributing to a 9% increase in total shareholder

return (TSR). The S&P ASX All Ordinaries accumulation

index rose 14% over the same period.

Boosting efficiency and productivity

Our focus on strengthening risk management has

dominated investment spend in recent years. While risk

management will remain a significant focus as we deliver

our CORE program and ensure the sustainability of

the changes we’re making, the balance is shifting more

towards growth and productivity initiatives, which support

shareholder returns.

We are investing to strengthen our service to customers

and to make banking simpler and easier.

We’re building the capability of our people, simplifying our

technology and infrastructure, increasing automation and

expanding digital capabilities. These initiatives are geared

towards lifting productivity, freeing up our people to

spend more time serving customers and most importantly,

improving the customer experience.

EARNINGS PER ORDINARY SHARE

(CENTS)

DIVIDENDS PER ORDINARY SHARE

(CENTS)

Interim Final

DIVIDENDS PER ORDINARY SHARE (cents)

FY19FY20FY21FY22FY23

31

31

70

72

142

61

64

125

94

80

174

58

60

118

CASH EARNINGS PER ORDINARY SHARE (cents)

FY19FY20FY21

FY22

FY23

160

205

197

64

149

10.1%

ROE

$17.58

Net tangible asset per

ordinary share

49%

Expense to income

69%

payout ratio

 For more on shareholder value, refer to:

Performance overview (page 4)

Chairman’s report (page 6)

CEO’s report (page 8)

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CREATING VALUE
FOR SHAREHOLDERS

STRONGER RISK MANAGEMENT

FOUNDATIONS

Disciplined and effective risk management is essential

to the strength of our bank and contributes to better

customer, employee and shareholder outcomes. Following

sustained focus and investment, our management and

culture of risk are stronger. However, we still have a

way to go.

Multi-year program of change

In 2020, we commenced our Customer Outcome and Risk

Excellence program (CORE) to address risk management

deficiencies identified by our own assessments and by

the findings of regulators. This includes the Australian

Prudential Regulation Authority’s (APRA’s) Risk

Governance Review, completed in December 2020,

which resulted in a court enforceable undertaking agreed

with APRA. In December 2019, APRA applied a $1 billion

operational risk capital add-on, which will remain until we

have completed the program to its satisfaction.

CORE is being overseen by the Board with Executive

Team accountability for delivery. Outcomes have been

incorporated into executive remuneration decisions. The

program is being independently reviewed by Promontory

Australia with its reports publicly available.

Our program comprises 19 workstreams, underpinned by

354 activities which are strengthening risk governance,

improving accountability and enhancing risk culture across

the Group.

We are making good progress, having completed 94%

of activities

1

(at 30 September 2023), with the aim to

complete them all by the end of this calendar year. In FY24,

our focus will be to demonstrate the sustainability of the

changes made through the program.

Measuring progress

We have defined how we want risk management to operate

across the Group and what we want to be known for:

1

Being a well-run business where risk is actively

managed

2

Having a simplified organisational construct with

clear accountabilities

3

Three lines of defence is understood and

embedded

4

Our people understand risks and proactively

manage them

5

Execution excellence and getting it done

We are measuring progress across a range of metrics,

including those illustrated below:

PERFORMANCE INDICATORS

Change from September 2020 to September 2023

“ People

constructively

challenge ...”

2

8PPTS

“ Jobs ... are designed to

have clear objectives and

accountabilities ...”

“ ...organisational

structure helps create

clear accountability.”

2

8PPTS

“ Clear in how

expected to

manage risks”

2

5PPTS

High-rated

issues


53%

Issues raised

by first line risk

management

11PPTS

Key controls

requiring

improvement


3PPTS

Leaders participating in our CEO-led risk culture day.

1 Completed activities finalised by Westpac. Activities may still be subject to Promontory Australia review.

2 Key employee survey results.

WESTPAC GROUP 2023 ANNUAL REPORT 22

Using AI to improve service
and productivity

AI has the potential to transform banking, improving

productivity and enhancing service – helping to shape

more personalised experiences, improving fraud and scam

prevention and improving credit assessments.

We’re using AI to improve our service, provide insights,

and keep our bank and customers safe. For instance, AI

drives our Everyday Banking chatbots which provide 24x7

support to customers. The chatbots guide customers to

a range of self-service features and can also escalate the

conversation to the right team member when required.

Red, our Westpac chatbot, resolves 75% of customer

queries without banker escalation.

AI also underpins aspects of our security surveillance to

detect suspicious patterns – we use machine learning

and behavioural biometrics to analyse patterns that help

identify fraud and scam risks.

In addition, over 1,500 engineers will be using generative

AI coding tools by the end of the year following a recent

Westpac Growth Labs experiment – refer to case study

below.

AI comes with risk and ethical considerations and no

systems are infallible. We are harnessing it responsibly and

safely, in alignment with our AI principles, values and Code

of Conduct. Some recent advancements include:

—A cross-functional Responsible AI working group to

develop AI practices.

—Adopting the Australian Government’s AI ethics

principles, designed to ensure AI is safe, secure and

reliable.

—Promoting the adoption of responsible AI within

financial services as a foundation member of the Fintech

AI Innovation Consortium, in partnership with the

University of New South Wales.

—24 technology policies updated to ensure they consider

responsible AI requirements.

—Running workshops on generative AI for our executives

and Board.

AI HELPING SOFTWARE DEVELOPERS

Our Westpac Growth Labs research and development

team explores how emerging technologies can deliver

better services, make the bank safer and improve the

lives of our customers and employees.

One research project investigated how generative

AI can boost software development productivity.

AI coding assistants offer suggestions that help

developers save time. Following an experiment

with 60 developers that found they were 46% more

productive with AI assistance, we launched AI coding

assistants across our teams. This has led to a 20%

increase in coding output for developers and is helping

junior developers build capability faster.


Stronger risk management and culture

CORE has strengthened our approach to risk

management and uplifted our risk capability, processes,

controls, frameworks and governance practices. This

helps us identify, understand and respond to risks

earlier and more effectively, and equips our people with

the necessary capabilities, tools and understanding

to effectively monitor and manage financial and non-

financial risk.

The program is also helping to create a risk culture that

is more proactive, accountable, and where it is safe to

speak up and constructively challenge. Shaping cultural

change takes time and is an ongoing focus. Our program

of targeted actions and initiatives includes:

Behaviour focus – continued focus on key behaviour

change areas when it comes to how we think about and

act on risk.

Employee training – all employees are required to

complete a program of mandatory foundational risk

management learning, as well as other training including

on our Code of Conduct and Financial Crime awareness.

Stronger leadership – senior leaders have carried

out targeted culture development to clarify required

behaviours, skills and mindsets, including participation

in CEO-led culture days. Statements of Accountability

are in place for General Managers and relevant direct

reports. CORE program objectives remain in short term

variable reward scorecards for the Executive Team and

General Managers.

Enhanced policies and protections – we refreshed our

Code of Conduct and incorporated the ‘Should We?’

Test to guide our peoples’ decision making.

Performance management – risk goals incorporated in

our performance management framework, over 90% of

our people have risk goals and everyone will have them

in FY24. An assessment of overall risk performance is

included in our performance assessments.

Enhanced tools and processes – to measure, monitor

and manage our risk culture, including:

—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. It helps them reflect

on how they think about and act on risk, including to

identify areas for improvement.

—Risk Culture Insights Program – independent, second

line deep-dives help us better understand how people

behave and manage risk.

—Risk Culture Dashboard – a comprehensive scorecard

of risk culture metrics that is updated automatically

and is available online.

23

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STATEMENTS

SHAREHOLDER

INFORMATION

We are helping customers
achieve their financial goals –

from buying a home, starting a

business, to saving for the trip

of a lifetime. We’re making

banking simpler and safer for

customers by improving service,

investing in technology and

data and broadening access to

banking services.

Key highlights

13.0M

CUSTOMERS,

UP 1%

1

#

1

BANKING APP

2


21%

AUSTRALIAN MORTGAGE

MARKET SHARE

3


+2, UP 3 POINTS

CONSUMER NPS

4

. RANKED

THIRD AMONG MAJOR BANK

PEERS

1 Comparisons are for the 12 months ended 30 September 2023.

2 The Forrester Digital Experience Review: Australian Mobile Banking Apps,

Q4 2023.

3 RBA Financial Aggregates, September 2023.

4 Source: Fifth Dimension (5D) for September 2023 (2H23), 6MR. MFI customers.

CREATING

VALUE FOR

CUSTOMERS

24WESTPAC GROUP 2023 ANNUAL REPORT

Simpler, easier and safer banking
We’re making it easier for customers to do business with

us through digitisation, increased automation and by

broadening banking access.

Customers are increasingly using our website and app.

Digital transactions increased by 11%, totalling almost

700 million over the year.

Our Westpac app is fast becoming customers’ ‘bank in

the pocket’, with over 5 million daily sessions. Rated #1

banking app by Forrester

1

, it offers customers instant

access, payments, answers and approvals. We introduced

new features over the year, including additional budgeting

tools, carbon footprint tracking, ways to manage payment

subscriptions and voice search functionality.

We have also partnered with ShopBack to help Westpac

customers get more for their money. More than five

million credit and debit card customers now have access

to exclusive cashback offers via a dedicated hub in

ShopBack’s app and website. This will be available via the

Westpac app next year.

We’re backing businesses to establish and grow, including

by providing services and tools to help them get paid

faster and receive payments while on the move.

EFTPOS Air is a convenient way for mobile businesses

such as trades and market stalls to get paid seamlessly.

Available on iPhone and Android devices, it provides sales

insights and tracks customer payments.

In our institutional bank, we’re deepening relationships with

existing customers by simplifying our product and service

offer across transactional banking, financing and risk

management.

In New Zealand, we have simplified and improved

processes for blocking and replacing cards, reducing

delays for customers. Over 1,000 business users are

aboard our new WestpacOne online banking app.

Home lending is our most significant customer offer.

We are working to stabilise market share by improving

service, streamlining processes and investing in systems.

This year, we completed the roll-out of our single mortgage

platform which has made the approval process simpler

and faster. Loan applications made directly by customers

are now approved, on average, in six days while approvals

for broker-originated applications take slightly longer. Our

ongoing focus to sharpen processes is helping to improve

turnaround times.

Our digital mortgage grants faster unconditional loan

approval for eligible customers. Over $900 million in digital

settlements were made over the year.

We’ve made it easier for customers across each of our

brands to do business with us – customers can now make

cash transactions in any Westpac Group branch Australia-

wide, regardless of which brand they bank with.

This year, we opened our 82nd co-located branch –

bringing multiple branches together under one roof. We

also closed 87 branches this year. We are seeking to offset

the impact to local communities, especially in regions,

through a partnership with Australia Post which allows

customers to transact in any of its locations.

1 The Forrester Digital Experience Review: Australian Mobile Banking

Apps, Q4 2023.

2 Comparisons are for the 12 months ended 30 September 2022.

Supporting customers

through uncertainty

We support customers through life’s ups and downs.

This year was no exception. High inflation and increasing

interest rates have intensified cost-of-living pressures

for many.

This year, $70 billion of customer home loans transitioned

from fixed to variable rates, which in some cases more than

doubled loan repayments. We proactively contacted over

300,000 customers and provided competitive rates.

In New Zealand, we reached out to 88,000 customers

who were due to roll on to significantly higher rates to help

them understand their options. We also followed up with

phone calls to over 9,000 customers who we’ve identified

as most at risk of a home loan rate shock.

Our dedicated Customer and Business Assist teams in

Australia helped around 69,000 customers in financial

difficulty, up 10% on last year. Customer calls to these

teams increased to over 210,000, over the year – with an

uptick in the second half, reflecting the impact of interest

rate and cost of living pressures.

Financial hardship can be triggered by a range of

events, including illness, relationship breakdowns and

unemployment. This year, reduced income accounted

for most customer hardship applications. Businesses

which sought support mainly did so because of

overcommitments.

Hardship packages are tailored for customers and may

include short- and long-term repayment arrangements,

term extensions and varying or deferring repayments. Our

team also connects customers with free support services

and counsellors.

Regrettably, we don’t always get things right. We

uncovered process failures that led to some online hardship

assistance applications made between 2015 and 2023

not being responded to within the timeframes required

under the Credit Code, which isn’t good enough. We are

undertaking remediation and improving our processes to

reduce the risk of this happening again.

Provided customers with:

2

$547BN

HOME LOANS,

UP 4%

$218BN

BUSINESS LOANS,

UP 6%

$402BN

RETAIL DEPOSITS,

UP 11%

$236BN

BUSINESS DEPOSITS,

DOWN 4%

25

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SHAREHOLDER

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CREATING VALUE
FOR CUSTOMERS

We were there for customers impacted by floods and

Cyclone Gabrielle in New Zealand earlier this year. We

committed NZ$3 million in grants to eligible business

customers and NZ$1 million to organisations assisting

with immediate flood relief and recovery. We also offered

temporary overdrafts, discounted loans and the deferral of

loan repayments to eligible customers.

Improving through customer

feedback

We continuously gather feedback from customers

and employees to better understand the ways we can

improve our service. Customer feedback through Net

Promoter Score (NPS) and complaints channels is used to

develop solutions for customers, measure the impact of

enhancements and foster a customer-first culture across

the Group.

While consumer NPS

1

improved 3 points to +2 this year,

we continue to rank third among major bank peers. We’re

working hard to improve service by making banking easier

– including through enhancements to our app, broadening

banking access and listening to and acting on customer

feedback.

New Zealand NPS improved 1 point to +8 compared to the

average market score declining by 3 points this year. This

reflects the impact of process improvements following our

proactive engagement with more than 6,400 customers

who did not rank us highly. However, we still lag peers

and are working hard to improve by continuing to address

customer pain points, streamline processes and lift service.

Customer complaints help us to improve our service and

we’re building a culture where employees spot, log and

own complaints and resolve them at the first point. Over

the year, our average time to solve complaints improved to

three days, down from four days. And 94% of complaints

were resolved by our frontline teams at first point.

Our Customer Advocate, appointed in 2016, advises

our complaints team, recommends changes to policies,

procedures and processes arising from the complaints

made by customers and focuses on how we can best

support vulnerable customers.

Combating financial abuse

Our specialist teams are trained to support customers

experiencing vulnerability, including domestic and family

violence, financial abuse and problem gambling.

During the year we continued to embed customer safety

into product design and provided mandatory training to

over 1,000 employees involved in product and service

development.

These measures reinforce our firm stance against financial

abuse and complement other initiatives such as providing

customers with the ability to report abusive messages,

proactively blocking inappropriate language from outgoing

payments and directly contacting, and in some cases

ceasing business with, perpetrators. This action is driving

change. This calendar year, over 90% of perpetrators

discontinued abusive behaviour after receiving a

warning letter

2

.

1 Source: Fifth Dimension (5D) for September 2023 (2H23), 6MR. MFI customers.

2 Based on current reporting methodology.

Other safety measures available to customers include:

our gambling block, allowing customers to instantly block

certain gambling-related transactions; parental controls

to ensure child safety by restricting online payments; and

applying daily payment limits to accounts.

Building financial confidence

To help build financial confidence and wellbeing we

offer a range of resources to customers, employees and

the community. Interactive webinars, online learning

modules, articles and tools are available to individuals and

businesses through Westpac Master Your Money and the

Finlit program, designed for younger adults.

In New Zealand, over 10,000 people took part in Managing

Your Money workshops this year in addition to targeted

seminars held for businesses and corporate customers,

including through our partnership with key Chambers of

Commerce across the country.

We are focused on providing customers, employees and

the community with independent and equal access to our

products, services and collateral. Our Access and Inclusion

Plan outlines our initiatives for helping those with disability,

neurodiversity or chronic health conditions succeed. It

is supported by our ongoing focus on more accessible

products, services and collateral.

The Westpac App helps customers track spending, so they can see

exactly where to save money and better manage their budgets.

WESTPAC GROUP 2023 ANNUAL REPORT 26

PROTECTING CUSTOMERS AND
PREVENTING CRIME

We are committed to safe and reliable banking for

customers and have continued to ramp up efforts to keep

our systems strong to combat the escalating threat of

cybercrime.

Since 2015, we have continuously invested in our people,

processes and technology to keep customers safe. Our

specialist teams monitor for suspicious activity around

the clock, provide customer support and education,

and work closely with industry peers, regulators and law

enforcement to identify and report criminal activity.

Protecting against scams and fraud

Scams are increasing in sophistication and frequency.

While Westpac customer scam losses increased over the

year, we detected 66% of cases.

1

In an Australian banking first, we’re integrating our fraud

detection systems with our digital payment platforms to

help customers identify potential scams through real-time

payment prompts. We’re adding another layer of security

to our Westpac Verify capability, alerting customers to

potential scams by showing them a ‘scam risk rating’

when they add a new payee using digital banking. We’ve

introduced blocks for some cryptocurrency payments

to reduce scam losses and use behavioural and facial

biometrics when onboarding some customers.

Alongside solutions like dynamic CVC and payment

notifications, customers have the tools to make informed

decisions on-the-spot, with expert assistance always available

through a phone call, online chat, or one of our branches.

Of course, no systems are infallible, they are susceptible

to human error and exposed to third party risks, and threat

activity is constantly evolving.

We’re helping protect our customers from cybercrime

through ongoing awareness and education programs.

This includes IDCARE cyber resilience outreach clinics in

regional and remote communities, and providing resources

to help teachers share cyber security concepts with

students through the Schools Cyber Security Challenge.

We also share resources, checklists and expertise with

customers, such as the Cyber Response Playbook

instruction guide, which we produce in partnership with

the Australian Cyber Security Centre.

Robust governance, frameworks and controls

Our cybersecurity approach is multi-dimensional, with

strong governance and risk management at its core. Cyber

risk is overseen by the Board, monitoring incidents through

regular reporting and carrying out cyber training.

Security surveillance teams monitor systems 24x7. We

continuously test and evolve controls to prevent the loss

of data – including by using AI in payment authorisation

fraud detection. We also run regular simulation exercises

to stress test systems and processes and our dedicated

operations team supports customers impacted by

cybercrime, case-by-case.

Over the year, there were no major severity 1 information

security incidents. We also responded to, and removed,

over 1,200 phishing sites impersonating Westpac brands.

Our Privacy Statement sets out our approach to managing

customer data, which is supported via detailed privacy

and cybersecurity controls. This year, we continued to

strengthen our management of privacy risk including

simplifying our Privacy Statement and improving our ability

to assess privacy risk across the Group.

 Refer to Risk Management (page 40) for more.

Strengthening capability

Our people are integral to our cyber defences and we are

strengthening cyber awareness by investing in their skills

and capabilities. In addition to tailored role-based training,

employees carried out mandatory cyber awareness, data

protection and cyber threat training. Ongoing awareness

campaigns on phishing, data protection, device security

and password security reinforce proactive security

behaviours.

This year we opened our Western Sydney based financial

crime hub, bringing together 540 financial crime experts in

a state-of-the-art fraud prevention centre.

Growing our team of cyber experts is a priority and we

are actively promoting STEM and cyber careers, including

through STEM-focused university sponsorships, appointing

interns and graduates, our partnership with Big Day In

events and sponsoring the Australian Women in Security

network.

Collaboration is critical to countering cybercrime and we

work closely with industry, regulators, government and law

enforcement agencies including through:

—The Fraud Reporting Exchange digital platform to help

recover payments from scams.

—Participation in the Joint Cyber Security Centre,

and with interbank forums, to identify threats to the

Australian banking system.

 Refer to Employee value (page 30) for more on talent

attraction.

540

FINANCIAL CRIME

EXPERTS IN OUR NEW

FINANCIAL CRIME HUB

24X7

SECURTY SURVEILLANCE

AND MONITORING

66%

OF SCAMS DETECTED

1

1,200+

PHISHING SITES REMOVED

1 Based on the number of reported and/or identified scams in FY23.

27

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SHAREHOLDER

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Our people are central to
providing a leading customer

experience. 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.

Key highlights

75

ORGANISATIONAL

HEALTH INDEX

$6.1BN

PAID IN SALARIES

49%

WOMEN IN

SENIOR LEADERSHIP

1

36,146

EMPLOYEES

2

1 Senior Leadership includes Executive Team, General Managers and their

direct reports (excluding administrative or support roles).

2 Refers to Full-Time Equivalent as at 30 September 2023.

CREATING

VALUE FOR

OUR PEOPLE

28WESTPAC GROUP 2023 ANNUAL REPORT

Inspiring through purpose
and culture

We continue to invest in our people to support them

to grow, achieve their goals and deliver great customer

experiences. We are building a more accountable, risk

aware and customer-focused culture guided by our

purpose, values and behaviours.

Culture starts at the top and this year we maintained our

focus on leadership capability with many of our General

Managers completing our Horizon Executive Leadership

Program, focusing on their development, strategy,

customer outcomes and performance.

Over 4,500 leaders participated in our People Leader

Culture Days, a series of CEO-led sessions to reinforce the

role of leaders in driving a positive risk culture. The Board,

CEO, Group Executives and Senior Leaders shared their

insights and facilitated sessions.

We also implemented a range of initiatives, including

through leader-led Purpose Connection sessions and a

micro-behavioural nudging ‘Skill Boost’ campaign, focusing

on constructive challenge, admitting mistakes and running

effective meetings. In addition, we continued to leverage

our 300 culture champion volunteers as role models to

drive our purpose, values and behaviours at a local level.

We measure cultural change through our Voice+ survey,

which includes McKinsey’s global ‘Organisational Health

Index’ (OHI). Outcomes for the September Voice+ survey

showed progress over the year on all five key behaviours

of: Simple, Role Clarity, Accountability, Constructive

Challenge, and Say it, do it.

Our OHI score was steady at 75 – a pleasing outcome given

the extent of organisational change over the year. Our

strongest results were around the strategic direction of the

organisation, the effectiveness of our leadership, and the

trust and care exhibited in our work environment. Results

also highlighted improvement across key risk and conduct

questions.

1 From 1 October 2023 all employees will have a risk goal in place.

Strengthening risk culture is an ongoing priority and CORE

program objectives remain in short-term variable reward

scorecards for the Executive Team and General Managers.

Our performance management framework helps

our people and leaders define performance and risk

expectations. Over 90% of employees have defined risk

goals

1

and in early FY23, based on FY22 performance,

313 employees received increased variable reward for

delivering exceptional risk outcomes.

This year our people acknowledged more than 195,000

moments where their colleagues were living our values

and behaviours via our recognition platform. In May 2023,

we incorporated active risk management and positive risk

behaviours and since then, almost 34,000 instances of

positive risk management behaviour have been recognised.

On the flipside, a rigorous process is in place to identify

and address negative risk management behaviour. We

applied 299 downward remuneration adjustments in early

FY23, based on FY22 performance, where our people

fell short of risk, compliance, or conduct expectations.

Remuneration adjustments for FY23 will be determined as

part of the annual remuneration review process.

300

Culture Champion Volunteers

4,500+

People leaders in CEO-led

Culture Days

~34,000

instances of positive risk

management behaviour recognised

CEO-led People Leader Culture Day.

29

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CREATING VALUE
FOR OUR PEOPLE

Maximising potential

We asked our people what they valued most about being

a Westpac employee. Four clear themes emerged around

‘care for our people’, ‘flexible work’, ‘skills and expertise’,

and ‘advocating for positive change’. These themes will

form part of our refreshed Employee Value Proposition

(EVP) which will shape a program of activities focused on

retaining and attracting talent over the coming year.

Care is at the heart of our people proposition and is reflected

in our initiatives, benefits and employee programs. This

year we introduced fertility leave

1

, coupled with education

initiatives to build awareness of fertility experiences, a peer

led network to provide a safe space to share experiences

and access to expert counselling support for fertility and

pregnancy loss.

Domestic and family violence leave is now uncapped for

employees who have experienced domestic or family

violence, and carers of those experiencing domestic and

family violence can access up to 10 days leave each year.

Temporary emergency accommodation support is also

available to employees who are experiencing domestic or

family violence.

Flexibility has been part of our offer for several years and

is highly valued. Our policy has been to ask our people to

spend a minimum of two to three days in the office per

week as we believe a regular cadence of on-site connection

is important to strengthen culture, innovation and business

performance.

The rate of technological, digital and global change

requires our people to develop new skills to meet the level

of expertise required by our customers. Our ‘engineers

make life better’ campaign improved talent engagement,

increasing engineering application numbers by 20%. In

FY23, we hired 252 engineers across Software, Cyber, Data

and Infrastructure.

To attract talent in new locations a second Tech hub will

open in Melbourne early next calendar year, to add to

the team of technologists at our Gold Coast site. To build

capability across the organisation, 5,000 employees

participated in a data and digital development program –

refer to case study.

We’re also building ESG capability to support customers

transitioning to net-zero. Over 470 employees completed

online learning in FY23 on topics including human rights,

climate and ESG reporting. Business Lending partnered

with the Australian Graduate School of Management on

training to build sustainable business and finance expertise.

More than 10,000 of our people are involved in one of our

10 Employee Advocacy Groups and together they work

to strengthen inclusion. These groups provide a platform

for targeted learning and development via mentoring

programs such as ‘Curious and Wise’ that partners younger

and mature employees, shadowing programs to promote

cultural diversity and summits for learning and connection,

such as Women of Westpac.

Our new Upstander initiative, supported by a range of

resources, encourages our people to speak up and act

against racism and discrimination.

1 Fertility leave introduced for all Australian-based permanent and max term employees.

Employee wellbeing and safety

We are committed to providing a safe, secure and injury

free workplace that enriches the wellbeing of our people

and prevents harm by reducing the potential for work-

related physical and mental injury and ill health.

We have refreshed our workplace mental health strategy

and implemented a range of initiatives, including piloting a

divisional-level workplace mental health risk assessment.

The assessment responds to higher expectations from

safety regulators to actively assess and manage workplace

mental health risks. Following the pilot’s success, we will be

rolling out the assessment to all divisions next year.

Employees have access to confidential counselling, mental

health and wellbeing training and resources including

guidance from our Chief Mental Health Officer as well as a

dedicated Employee Care team.

These initiatives, together with our continued focus on

prevention and early intervention, contributes to employee

physical and mental safety. This year, Lost Time Injury

Frequency Rates and Total Recordable Injury Frequency

Rates remained low at 0.1 and 1.1 compared to 0.2 and 1.0 in

FY22, respectively.

We have a zero-tolerance stance on workplace sexual

harassment supported by our No Bystander policy

which reminds our people of our obligation to speak up

and is reflected in our Code of Conduct and our Sexual

Harassment policy.

0.96%

OF AUSTRALIAN

WORKFORCE MADE UP OF

FIRST NATIONS PEOPLE

FERTILITY

LEAVE

INTRODUCED

1

10,000+

EMPLOYEE ADVOCACY

GROUP PARTICIPANTS

UPSTANDER

INITIATIVE

SPEAKING UP AND ACTING

AGAINST RACISM AND

DISCRIMINATION

WESTPAC GROUP 2023 ANNUAL REPORT 30

Strengthening diversity and inclusion
We are building a workplace that fosters diversity and

inclusion, where our people feel valued, respected and

safe. Doing so enriches our workplace and helps us reflect

and understand the customers we serve.

Our new Diversity, Equity & Inclusion Strategy, launched

this year, helps us to:

—Support people in the moments that matter to them

in both their careers and personal lives.

—Build a more inclusive and equitable society through

advocacy.

—Create a workplace where it is safe for our people

to be themselves and be celebrated through trusted

communities and allies.

We are focused on reducing our gender pay gap and

paying our people equitably. We support the Workplace

Gender Equality Agency (WGEA) advancements on

transparency of gender pay gaps and our progress will be

published in WGEA’s publicly available report in 2024.

We take action to support women to advance their careers

and work to ensure our remuneration policy and processes

that underpin pay decisions do not discriminate. Our

female to male pay gap is 5% or less for eight of nine levels

1


below Group Executive.

We support the 40:40 Vision and commit to achieving

50% (+/-2%) of Women in Senior Leadership roles –

currently at 49%. We were ranked 10th globally by Equileap

for gender equality and achieved our highest score on

the Bloomberg Gender Equality Index, primarily driven by

increased representation of women in senior roles

2

and

enhancements to parental leave.

 Further information is set out in our 2023

Sustainability Data Sheet.

1 6% at Level 3. Measured on Base Salary by organisational job level.

2 Senior Leadership includes Executive Team, General Managers and their direct reports (excluding administrative or support roles).

Our annual Inclusion and Diversity survey helps us to

shape our approach to a safe and respectful workplace.

Cultural representation remains a focus and we are

providing our people with networking, career and

leadership opportunities through partnerships with

organisations like the Asian Australian Leadership Project.

This supports career progression of individuals with

different cultural backgrounds to more senior level roles.

As set out in our Reconciliation Action Plan (RAP), we

are committed to helping First Nations people to build

meaningful careers. First Nations people currently make up

0.96% of our Australian workforce and we aim to increase

representation to 1.5% by FY25.

 Refer to Community value section (page 35) for more

on our RAP.

Diverse hiring practices help us address talent gaps and

broaden our perspectives to enhance innovation. We

are the first financial institution in Australia to obtain the

Disability Confident Recruiter accreditation. In addition,

we have improved our candidate hiring processes to

provide equitable experiences for individuals living with

an injury, illness or disability, including neuro diverse

candidates.

DATA AND DIGITAL

To prepare our workforce for challenges and opportunities in an

increasingly digital world, our new Data and Digital Capability uplift

program has helped improve key data and digital skills, mindsets and

behaviours of over 5,000 employees this year.

Co-created by over 150 experts from Westpac and Deloitte, the program

offers eight learning pathways at a foundational or intermediate

proficiency level to improve employee capabilities across 29 skills.

After completing the course, 96% of people surveyed saw the program

as immediately relevant to their work and have started pro-actively

applying their skills by using tools like PowerBI and maximising the use

of Teams.

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We create value by supporting
the economy, partnering with

community organisations,

and backing a stronger, more

inclusive society through our

philanthropic and community

programs.

Key highlights

$171M

COMMUNITY INVESTMENT

1


50-YEAR

WESTPAC LIFESAVER

RESCUE HELICOPTER

SERVICE PARTNERSHIP

HIGHEST

‘ELEVATE’ LEVEL

RECONCILIATION

ACTION PLAN

$27.9M

SPENT WITH DIVERSE

SUPPLIERS

1 Refer to the 2023 Sustainability Index and Datasheet for more

information on the definitions. Figure includes commercial sponsorships

and foregone fee revenue.

CREATING

VALUE FOR THE

COMMUNITY

Amelia Goonerage and Denzil

Furtado, Westpac Scholars,

Future Leaders.

32WESTPAC GROUP 2023 ANNUAL REPORT

Facilitating change that matters
We are determined to make a difference by backing

people and organisations who are creating better futures.

The philanthropic foundations, trusts and charitable

organisations that we support positively impact the areas

that matter to customers, communities and our people.

Westpac Foundation

1

Westpac Foundation was one of Australia’s first

philanthropic organisations to develop a grant program

to support social enterprises that aim to address social

problems while also helping under-represented and

disadvantaged communities to access jobs.

Meaningful employment is a pathway out of disadvantage.

Westpac Foundation is well on its way to achieving its

mission of supporting grant partners to create 10,000 jobs

by 2030, with 7,240 jobs created since 2015.

Westpac Scholars Trust

2

Westpac Scholars Trust is helping to transform the future

of Australia by investing in a new generation of leaders.

It funds 100 scholarships a year, valued at over $4 million

annually – supporting university students, researchers and

social entrepreneurs.

This year, Westpac Scholars Trust awarded $4.9 million to

100 scholars who are undertaking varied and meaningful

pursuits. These include, a refugee running a social enterprise

to help others gain meaningful employment in construction,

a researcher investigating plant cells to improve crop yields

in the face of climate change and food scarcity and an

environmental economist investigating the economic cost of

air pollution in Australia.

St.George, BankSA, Bank of Melbourne Foundations

3

The St.George, BankSA and Bank of Melbourne Foundations

invest in Australian charities supporting children and young

people. Their grant programs target barriers to inclusion,

ensuring children and young people experiencing a range of

challenges have opportunities to thrive. In 2023, more than

$3.2 million was awarded to 60 charities across Australia.

With the support of St.George Foundation’s Inspire Grant,

Schools Plus has expanded its Virtual STEM Academy

across Australia, with a focus on female and First Nations

students. The Virtual STEM Academy program has

transformed online learning and developed children’s skills in

problem solving, inquiry, critical thinking and curiosity. One

of its goals is to open career pathways for groups currently

underrepresented in the STEM sector.

Te Waiu O Aotearoa Trust

4

The Te Waiu O Aotearoa Trust offers scholarships to

promote, develop and provide for the education and

advancement of Māori within both the banking and finance

industry and general business in New Zealand. In 2023,

the Trust offered six student scholarships worth $5,000

each, bringing the total to 29 since the start of the program

in 2013.

Empowering employees to make an impact

We help community partners to scale and grow through

financial support and a range of support programs, including

connecting them to our network of employee volunteers who

seek to make positive change in their communities.

Our people volunteered 10,239 hours of their time this year,

contributing their professional skills to a broad range of

areas. Some also participated in programs including the

Community Ambassador, the Westpac Board Observer and

the Jawun Programs.

Driving inclusivity through diverse

suppliers

We want to help build a stronger, more inclusive society

by backing businesses that drive positive change. Through

our Supplier Inclusion and Diversity program we work with

Indigenous-owned businesses, social enterprises, Australian

Disability Enterprises, women-owned businesses and B

Corporations.

This year, we spent $27.9 million with diverse suppliers,

including $6.3 million with Indigenous-owned businesses

7

.

Since 2021, we have spent $60.1 million with diverse

suppliers against our target of $54 million, including

$16.6 million with Indigenous-owned businesses against our

target of $13 million.

POSITIVE ECONOMIC IMPACT

We play a significant role in the economy as a bank,

employer, buyer of goods and services, and in

supporting communities.

$6.1BN

PAID IN SALARIES

$5.0BN

TO BE PAID IN DIVIDENDS

$3.4BN

TAXES PAID GLOBALLY

5

$171M

COMMUNITY INVESTMENT

6

1 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.

2 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.

3 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.

4 Te Waiu o Aotearoa Trust (NZBN: 9429043230587) is administered by

4 Westpac New Zealand representatives as trustees for the Te Waiu o

Aotearoa Trust. Te Waiu o Aotearoa Trust is a charitable trust and is not

part of the Westpac Group. Westpac New Zealand provides administrative

support and skilled volunteering for Te Waiu o Aotearoa Trust.

5 Including the bank levy.

6 Refer to the 2023 Sustainability Index and Datasheet for more information

on the definitions. Figure includes commercial sponsorships and foregone

fee revenue.

7 Refer to our 2023 Sustainability Index and Datasheet for definitions.

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CREATING VALUE
FOR THE COMMUNITY

Partnerships creating better futures

Through our National Rugby League partnership, we are helping level the playing field by providing equal financial

support for the women’s and men’s competitions. This includes pathway programs to nurture the potential of talented

young women and drive the growth of the women’s elite competition.

We also support the Little Wings program, providing free safe flight and ground transport services for seriously ill children

in rural and regional New South Wales and Queensland, and the Australian Capital Territory to hospital. This year, over

2,000 missions were carried out, helping over 5,000 children.

Committed to respecting human rights

We firmly believe in our need to respect and seek opportunities to advance internationally recognised human rights. This

sets our expectations for our people and business, including customers and suppliers.

Our Human Rights Position Statement (HRPS) and Action Plan lays out our commitments and approach on human rights,

as well as our position on child safeguarding. It reiterates our support for the UN Guiding Principles on Business and Human

Rights (UNGPs), which we are working to incorporate as the foundation of our human rights approach, and details our

areas of focus for the next three years. This includes refreshing the analysis of our salient human rights issues and risks and

reviewing the effectiveness of our grievance mechanisms and approach to remedy.

Our third Modern Slavery Statement, published in March 2023, aligns with our human rights approach, focusing on the modern

slavery risks inherent in our business. This statement complies with Australian and UK modern slavery reporting requirements.

ROLE SUMMARY OF OUR FY23 HUMAN RIGHTS RELATED ACTIONS AND PROGRESS

Financial services

provider

—Updated our risk reporting systems so that any risk or incident logged must consider if there have been

any social impacts including harm to people.

—Continued to enhance our detection of potential modern slavery and child sexual exploitation risks in

our financial crime processes and to investigate and report possible instances to regulators and law

enforcement as determined appropriate.

—Partnered with International Justice Mission (IJM) to provide an awareness raising session to our fraud

and scams assist teams on the emerging issue of forced labour in cyber scams.

Lender

—Updated our position statements for higher risk sectors such as defence, payday lending and

agribusiness.

—Enhanced our ESG risk assessment tools for institutional and business lending. This contributed

to the identification of one customer with elevated human rights risks. Customer and Transaction

Risk Escalation Committee directed further customer engagement to ensure adequate policies and

processes are in place to reduce modern slavery risk.

—We received one external human rights grievance

1

relating to a customer in the resources sector.

This was investigated and a response was provided.

—Provided ESG risk training to frontline business bankers and support teams.

Employer

—Refreshed our Group Remuneration Policy, Recruitment Policy, Health, Safety & Wellbeing

Commitment and in Australia our Diversity, Equity & Inclusion Strategy and Enterprise Agreement.

—Incorporated new employment law requirements on child and migrant employment and the availability

of complaints mechanisms into our human resources systems.

—Employee human rights concerns continue to be managed through our Speaking Up Policy,

whistleblower channels, and via our human resources and compliance teams.

Purchaser of goods

and services

—Over 700 suppliers completed our responsible sourcing questionnaire.

—Supported action with suppliers who had potential gaps in their modern slavery approaches and

resolved 95 action plans that were established.

—Strengthened the ability of Australian suppliers and their workers to speak up if things do not look right

at Westpac.

Supporter of

communities

—Commenced RAP leadership project on self-determination and deepening our understanding

of consent.

—Commenced updates to the Charitable Donations Policy and Financial Crime Risk Standard to enable a

more comprehensive due diligence process for charities and their responsible persons.

—Responded to four human rights related campaign communications in relation to Free, Prior and

Informed Consent (FPIC) and our customers.

Child safe

organisation

—Integrated our child safeguarding approach in our HRPS.

—Provided seed funding to establish the Australian Child Safeguarding Business Coalition.

—Granted over $61 million to 50+ child safeguarding organisations across Australia and the Asia Pacific

since 2020. This has helped IJM to support 106 rescues of child sexual exploitation victims in the

Philippines and Save the Children to provide training to over 3,600 Filipino children and parents.

2


 Refer to our Human Rights Position Statement for more information.

1 This grievance also applied to BT superannuation business.

2 IJM and Save the Children data is from October to June 2023.

WESTPAC GROUP 2023 ANNUAL REPORT 34

SUPPORTING RECONCILIATION
Our vision for reconciliation is an Australia where Aboriginal and Torres Strait Islander peoples have equitable economic

participation and financial wellbeing.

Our Reconciliation Action Plan (RAP) sets out our commitments and actions to achieve our vision in our roles as a lender,

employer, purchaser of goods and services, supporter of communities and as a voice within corporate Australia.

Our 2022-2025 RAP is our fifth and recognised at the highest ‘elevate’ partner level by Reconciliation Australia. We’re

making good progress on our four focus areas.

FOCUS AREAFY23 PROGRESS

Valuing culture: building

relationships based on trust and

respect; valuing cultures and

histories and recognising the

importance of self-determination.

—Commenced mandatory Indigenous cultural training for our people, 99.9% of Australian

based employees compliant with online training and 168 leaders participated in additional

three-hour cultural immersion sessions with Blackcard.

—Celebrated our 1,000th Jawun secondee.

—Appointed Elder in Residence to support Aboriginal and Torres Strait Islander employees.

Meaningful careers: investing

in Indigenous careers through

dedicated programs to recruit,

retain and develop Aboriginal and

Torres Strait Islander people.

—Increased our Aboriginal and Torres Strait Islander Australian workforce representation to

0.96% exceeding our target of 0.75% by September 2023. We are targeting 1.5% by

September 2025.

—Held our first Indigenous employee gathering, Bayala Djurali Summit in June 2023.

Better banking experiences:

making it easier for Indigenous

customers to do business with us

and improving financial inclusion

and economic participation.

—Launched our inaugural Indigenous customer strategy, to be implemented from

FY24 to FY26.

—Increased our community engagement banker footprint to improve service to remote

communities.

—Assisted over 8,000 customers through our Indigenous call centre since the launch of the

RAP in 2022.

Backing Indigenous enterprise:

helping more Aboriginal and

Torres Strait Islander Australians

to grow their businesses as

customers, suppliers and partners.

—Spent $6.3 million with 68 Indigenous businesses this year, towards our target of $8 million

by April 2025.

—Supplier capability pilot developed, aiming to make it easier for Indigenous businesses

to do business with Westpac.

50 YEARS OF KEEPING

AUSTRALIANS SAFE

This year marks our 50-year partnership with the

Westpac Lifesaver Rescue Helicopter Service. As

one of Australia’s longest corporate community

partnerships, more than 100,000 missions have

been performed.

Respect for self-determination and a deeper

understanding of free prior and informed consent

Our RAP sets out our FPIC leadership project, which

aims to further develop our understanding of FPIC, work

with stakeholders, improve our capability, and share our

learnings as widely as we can.

Throughout the year, we supported our Institutional bankers

to identify when engagement should be sought and refined

our risk assessment tools for institutional customers.

Voice to Parliament

As part of our support for the Uluru Statement from

the Heart, we stood beside our First Nations partners in

support of a Voice to Parliament. We need now to move

forward together, to focus on improving the quality of

life in Aboriginal and Torres Strait Islander communities.

We remain committed to delivering our RAP, listening

to Aboriginal and Torres Strait Islander peoples and

supporting our employees.

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Taking action on climate
change has long been on

Westpac’s agenda. As

climate science has evolved

we have stepped up on our

actions and commitments.

Key highlights

1

52%

REDUCTION IN SCOPE 1

AND 2 EMISSIONS

1ST

NATURAL CAPITAL

POSITION STATEMENT

7 NEW

NZBA EMISSION

REDUCTION TARGETS

58

SUSTAINABLE FINANCE

TRANSACTIONS

1 Refer to our 2023 Sustainability Index and Datasheet and Climate Report

Glossary for definitions.

CREATING

VALUE FOR THE

ENVIRONMENT

36WESTPAC GROUP 2023 ANNUAL REPORT

We have made progress on our climate plans this year
and our first standalone Climate Report provides a more

comprehensive view of our transition plans, and progress.

Our reporting aligns with the TCFD recommendations,

and supports our ambition to become a net-zero, climate

resilient bank, consistent with a 1.5°C aligned pathway to

net-zero by 2050.

Our climate change strategy, detailed in our Climate

Change Position Statement and Action Plan, has three

focus areas.

1. Net-zero, climate resilient operations

We are determined to reduce the climate impact of our

direct operations and work to mitigate climate-related risks

to our business. In FY23, we reduced our scope 1, 2 and 3

upstream greenhouse gas (GHG) emissions, which puts us

on track to meet the targets we set in 2021. Our medium

and longer term targets are:

—Reduce our scope 1 and 2 emissions by 64% by 2025

and 76% by 2030 from our 2021

1

baseline; and

—Reduce our scope 3 upstream emissions by 50% by

2030 from our 2021 baseline.

1,2


WESTPAC’S ESTMATED OPERATIONAL EMISSIONS

2


(tonnes of CO

2

equivalent, market-based)

Scope 1 emissions Scope 2 emissions

Scope 3 upstream emissions

FY21FY22FY23

71,738

53,981

7,851

63,377

36,734

7,297

61,044

14,489

6,559

The reduction in our scope 1 and 2 operational emissions this

year was due to an increase in renewable electricity from

additional power purchase agreements as well as reduction

in our property footprint. The reduction in our scope 3

upstream emissions was driven by increased renewables

in our supply chain. Our scope 3 location-based emissions,

which quantify our footprint before contractual renewables

sourcing, increased mainly due to increased travel and

employee commuting, reflecting further normalisation of

operations post-covid.

We reached an important milestone with the equivalent of

100% of our Australian direct electricity demand sourced

from renewables from April 2023. This achievement

was part of a multi-year plan to work with our suppliers

– including solar farms in Berri (South Australia) and

Wagga Wagga (NSW) – to not only meet our target

but to increase the share of renewable energy in the

electricity grid. These efforts are working towards our goal

of sourcing the equivalent of 100% of our global direct

electricity demand from renewable sources by 2025

3

.

1 2021 baselines for scope 1, 2 and scope 3 upstream emissions targets adjusted for COVID-19 pandemic and other impacts. Refer to our 2023 Sustainability

Index and Datasheet.

2 Refer to our 2023 Sustainability Index and Datasheet for definitions and details of included Scope 3 upstream emissions sources.

3 On track to achieve 100% renewables outcome for our direct operations. 95% of this supply is expected to be sourced from within the markets the

electricity is consumed. We will continue to identify opportunities to lift local sourcing to 100%, to include for our Fiji and PNG businesses.

While we continue to focus on reducing our direct

emissions, carbon credits and sequestration have a role

to play in reducing GHG emissions. Since 2012 we have

continued to offset our residual operational emissions to

maintain certification under the Australian Government’s

Climate Active Carbon Neutral Standard for Organisations,

and in New Zealand, Toitū net carbonzero certification.

2. Supporting customers’

transition to net-zero

The biggest contribution we can make to addressing

climate change comes from supporting customers as they

transition. This in turn helps us to reduce our financed

emissions, the emissions associated with the activities of

customers we lend to.

The estimation of our scope 3 financed emissions assesses

our share of customers’ emissions.

This year, we enhanced our financed emissions calculations

through improved modelling and higher-quality data. This

enables us to better identify where our efforts can be most

effective. We estimate financed emissions at an industry

level and this, along with our detailed methodologies, is in

our Climate Report.

In line with our NZBA commitment, we have developed

seven new emission reductions targets in three NZBA

sectors this year. We have also updated existing targets

with broader sector coverage and improved data quality. In

total, we now have 12 targets within eight of the nine NZBA

list of carbon-intensive sectors. Subject to data availability

and a valid science-based pathway, we plan to set a

target for the remaining NZBA carbon-intensive sector,

Aluminium, by July 2025.

Having set these targets, we are increasingly turning to

implementation. This includes engaging with customers

and industry bodies on transition plans, updating our credit

and risk assessments tools and developing models to help

us manage and report against our targets. At the same

time, we have updated our sector positions that outline

lending exclusions for new and renewed financing. These

are detailed in our Climate Report with updated positions

including:

—For thermal coal mining – zero lending to institutional

customers with a high portion of their revenue

(≥15%) coming directly from thermal coal mining by

30 September 2025.

—For upstream oil and gas, subject to national energy

security, no project finance or bond facilitation for the

development of new (greenfield) or expansionary oil

and gas fields, including new associated dedicated

infrastructure, unless in accordance with the International

Energy Agency Net-Zero by 2050 (2021) scenario.

—For metallurgical coal mining – no project finance for new

(greenfield) projects.

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CREATING VALUE
FOR THE ENVIRONMENT

ESTIMATED SCOPE 3 FINANCED EMISSIONS OF OUR LENDING (AUSTRALIA AND NEW ZEALAND)

Scope 1 and 2 financed emissions and Scope 3 financed emissions are our estimated share of our customers’ relevant scope 1, 2

and scope 3 emissions.

SECTOR

SCOPE 1 AND

2 FINANCED

EMISSIONS

(MtCO₂-e)

SCOPE 3 FINANCED

EMISSIONS

(MtCO₂-e)

AVERAGE DATA

QUALITY SCORE

EMISSIONS

INTENSITY FOR

IN-SCOPE LENDING

(kgCO₂-e/$)

1


Total 26.113.34.20.047

The below table summarises our NZBA targets. Refer to our Climate Report Appendix for more information.

NZBA SECTOR WESTPAC

SECTOR COVERAGE2030 TARGETREFERENCE SCENARIOFY21FY22

Power generation

Power generation

0.10 tCO

2

-e/MWh for scope 1 and 2. CSIRO/ClimateWorks

Australia Hydrogen

Superpower Scenario (2021)

Baseline: 0.26

tCO

2

-e/MWh

0.23 tCO

2

-e/

MWh

Cement

Cement production

0.57 tCO

2

-e/tonne of cement for

scope 1 and 2.

SBTi Cement Target Setting

Guidance–SDA (2022)

Baseline: 0.66

tCO

2

-e/tonne of

cement

0.66 tCO

2

-e/

tonne of cement

Oil and Gas

Upstream Oil and Gas

23% reduction in scope 1, 2 and 3

absolute financed emissions from 2021.

IEA NZE 2050 (2021)

and CSIRO/Climateworks

Australia MSEM (2021)

Baseline:

9.2 MtCO

2

-e

7.5 MtCO

2

-e

Coal

Thermal coal mining

Zero scope 1, 2 and 3 absolute financed

emissions to companies with >5% of

their revenue coming directly from

thermal coal mining.

IEA NZE 2050 (2021)Baseline:

2.5 MtCO

2

-e

1.9 MtCO

2

-e

Transport

Aviation (passenger

aircraft operators)

76.4 grams CO

2

-e/ passenger km

for scope 1.

IEA NZE 2050 (2021)Baseline

2

:

190.6 g CO

2

-e/

passenger km

156.0 g CO

2

-e/

passenger km

Iron and Steel

Steel Production

1.42 tonne CO

2

-e/tonne of steel for

scope 1 and 2.

MPP Technology Moratorium

(2021)

Not disclosed

3

Not disclosed

3

Commercial and Residential Real Estate

Commercial Real Estate

(Offices)

59% reduction in scope 1 and 2

emissions intensity (kgCO

2

-e/m

2


net lettable area) from 2022.

IEA NZE 2050 (2021)N/ABaseline:

60 kgCO

2

-e/m

2

Residential Real Estate

(Australia)

56% reduction in scope 1 and 2

emissions intensity (kgCO

2

-e/m

2

)

from 2022.

CRREM, Australia Multi-

family homes (2023)

N/ABaseline:

35 kgCO

2

-e/m

2


(as at Aug 2022)

Agriculture

Australia Beef and Sheep

9% reduction in scope 1 land

management emissions intensity

(tCO

2

-e/t Fresh Weight) from 2021.

SBTi FLAG Oceania

Beef Commodity Land

Management (2022)

Baseline: 21.73

tCO

2

-e/t Fresh

Weight (FW)

Not available

Australia Dairy

10% reduction in scope 1 land

management emissions intensity

(tCO

2

-e/tonne of Fat Protein Corrected

Milk (FPCM)) from 2021.

SBTi FLAG Oceania

Dairy Commodity Land

Management (2022)

Baseline:

1.04 tCO

2

-e/t

Fat & Protein

Corrected Milk

(FPCM)

Not available

New Zealand Beef and

Sheep

9% reduction in scope 1 land

management emissions intensity

(tCO

2

-e/t FW) from 2021.

SBTi FLAG Oceania

Beef Commodity Land

Management (2022)

Baseline: 19.4

tCO

2

-e/t Fresh

Weight (FW)

Not available

New Zealand Dairy

10% reduction in scope 1 land

management emissions intensity

(tCO

2

-e/tonne of FPCM) from 2021.

SBTi FLAG Oceania

Dairy Commodity Land

Management (2022)

Baseline:

0.83 tCO

2

-e/t

Fat & Protein

Corrected Milk

(FPCM)

Not available

Understanding customer transition plans

Customer engagement on climate-related matters is now common practice with our institutional customers. We have

specifically engaged with our top 100 emitting customers to discuss their emissions reduction initiatives along with the

challenges faced in implementing their plans. These discussions have also provided a forum to explain our targets, share our

industry experiences and understand how we can support their sustainable finance needs.

We have strengthened this engagement with a new pilot framework to assess transition plans. Drawing from international

guidance we have piloted this framework with 20 of our largest emitting companies and will use the results to refine future plans.

The framework uses five aspects for assessing transition plans: targets, strategy, capital allocation, reporting and governance.

1 Emissions intensity in kgCO₂-e/$ balance for residential real estate and kgCO₂-e/$ TCE for business, commercial and institutional lending (except Project

Finance, where intensity is kgCO₂-e/$ balance) and commercial real estate. Includes scope 3 emissions for sectors where these have been estimated. Refer

to the Glossary in our Climate Report for the definition of TCE.

2 The global aviation sector was highly impacted by the effects of the COVID-19 pandemic resulting in emissions intensities higher than the IEA NZE 2050 (2021)

pathway. Increases in activity as the sector recovers from the pandemic will improve operational efficiencies and result in some reduction in emissions intensity.

3 Steel represents a very small percentage of Westpac’s lending portfolio and a small number of customers. To protect our customers, confidentiality, we have

adopted a ‘traffic light’ system to disclose our performance against the target. Unlike other targets, we will not be disclosing our baseline or progress.

WESTPAC GROUP 2023 ANNUAL REPORT 38

Sustainable Finance
Decarbonising the economy requires material investment.

This is a significant opportunity and we are focused on

further building our expertise and supporting more

customers with sustainable finance. We supported

customers with 58 sustainable finance transactions

1

in FY23.

We also provided $6.5 billion in new lending to climate

changes solutions

1

since 2020, 86% more than the

$3.5 billion target over this period.

As demand for sustainable finance increases, it is vital

we have the systems to assess, monitor and report on

what is green, transition, sustainability or social financing.

This gives customers clarity and supports new product

development focused on positive environment and social

outcomes. We are launching our Sustainable Finance

Framework this November to help meet these needs.

We have also introduced 2030 targets for lending and

bond facilitation of $55 billion and $40 billion respectively,

aligned to the Framework. We will begin reporting on these

from FY24.

 Further details are in our Sustainable Finance

Framework, November 2023 – published on our website.


3. Collaborating for impact

Climate change can only be addressed by governments,

business, communities and economies working together.

Our third area of focus is therefore collaborating for

positive impact.

Collaboration is also critical because the effects of

climate change and the transition will be felt unevenly

across society. Our goal is to support a just and inclusive

transition that does not leave people behind. This will only

be achieved if we listen to and work together with our

stakeholders.

Examples of how we are involved in helping shape the

sustainability agenda include working with the Australian

Sustainable Finance Institute on an Australian sustainable

finance taxonomy, co-chairing the UN Environment

Programme Finance Initiative’s Banking Board, and our

membership of the steering and principals groups that

govern the NZBA.

 For more information on our governance and risk

management of climate change refer to Section 2 in

this Annual Report and our Climate Report.


NATURAL CAPITAL

The world’s natural capital is under threat as natural

resources decline and critical habitats are placed under

pressure. As with climate change, we can play a role in

helping to conserve nature and reduce natural capital loss.

This year we released our first Natural Capital Position

Statement, which defines our ambition to become a

nature positive bank. This is a first step as we build our

understanding of how nature related risks and opportunities

impact our business and customers. We have also

participated in key UN Environment Programme Finance

Initiative pilots and are a member of the Taskforce on

Nature-related Financial Disclosures (TNFD) Forum.

Our position statement is informed by the TNFD, the

Kunming-Montreal Global Biodiversity Framework and our

NZBA Agriculture targets. It also outlines our four areas

of focus: deforestation, restoration and regeneration, loss

of critical habitat and natural capital finance. This includes

working with the Australian Sustainable Finance Institute and

the Farming for the Future’s Natural Capital Advisory Group

to support its Valuing Natural Capital work.

As part of our NZBA Agriculture targets, we committed to

no deforestation, which provides for no further conversion

of natural forest

1

to agricultural land use within farm systems

from 31 December 2025. This only includes customers in

scope of our NZBA agricultural targets

2

. In line with the

TNFD’s recommended disclosure metrics for financial

institutions, we estimate that 10% of Group lending is

to sectors considered to have material nature-related

dependencies and impacts

4

.

1 For definitions, refer to the Glossary section in our 2023 Sustainability Index and Datasheet and Climate Report.

2 Applies to institutional and commercial relationship-managed Agribusiness customers with Total Committed Exposures (TCE) ≥ $1.5 million or

TCE ≥ NZ$1.0 million who are captured by dairy, beef, sheep and mixed farming ANZSIC codes. Refer to our Climate Change Position Statement and

Action Plan for more details on the NZBA Agriculture targets.

3 Reference sectors set out within Annex 1 of the TNFD Sector guidance, Additional guidance for financial institutions Version 2.0 September 2023. Refer

2023 Sustainability Index and Datasheet Glossary for further detail.

4 Represents the TCE for customers in each reference sector, excluding exposures for the committed portion of secondary market trading and underwriting

risk, as a percentage of TCE for the Group.

EXPOSURE TO TNFD REFERENCE SECTORS FOR

FINANCIAL INSTITUTIONS


TNFD REFERENCE SECTORS

3

% OF

GROUP TCE

4

Automobiles0.05

Beverages and food products

(includes agriculture)

3.27

Chemicals0.14

Construction materials0.22

Construction services (includes manufacture

of metal products)

1.87

Containers and packaging0.18

Metals and mining0.36

Oil, gas and consumable fuel0.75

Paper and forest products0.13

Personal care products0.04

Pharmaceuticals0.08

Semiconductors and semiconductor equipment0.06

Sewerage, waste collection, treatment

and disposal

0.13

Textiles, apparel and luxury goods 0.07

Transport and associated services

(including passenger airlines)

1.37

Utilities (including electric utilities, gas utilities,

independent power and renewable electricity

producers, and water utilities)

0.89

Total9.61

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Risk management is the foundation of our bank.
It underpins our strength and resilience, shapes the way

we operate and provides clear parameters for our people

to make decisions and keep customers safe.

Strengthening risk management continues to be a priority.

Through our CORE program, we are strengthening risk

governance, accountability and risk culture. Our focus

in FY24 will be to ensure the changes we have made are

sustainable and effective.

We continuously evolve our risk management approach in

response to emerging risks and changes in our operating

environment. It aligns with our values and behaviours and

supports our purpose of creating better futures together.

How we manage risk

Our Risk Management Framework outlines our approach

to managing risk across the Group, bringing together

systems, structures, policies, processes and people.

Comprising nine elements, our Framework is underpinned

by a strong risk culture and Three Lines of Defence model

with customers at the centre. These elements operate

independently and interactively to provide a complete

risk management approach and to deliver fair customer

outcomes. We regularly review each element to ensure

the Framework is operating effectively.

As part of our risk governance structure, the Board is

responsible for approving our Framework and oversees

its operation by management.

The Framework is embedded through our Risk

Management Strategy, which is supported by risk class

frameworks, policies and risk appetite statements.

It also helps us manage our material risk classes.

RISK

MANAGEMENT

40WESTPAC GROUP 2023 ANNUAL REPORT

RISK MANAGEMENT FRAMEWORK
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

existing 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 and

scenario analysis to assess

potential impacts that

changes to

existingand

emerging risks may have

on the Group, including

on our capital

Having appropriate 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

appropriate people and forums on a

timely basis to support decision making

Customers

Board approved 23 March 2023

Three Lines of Defence

Effective end-to-end risk management with clear

accountabilities results in fair customer outcomes.

Our Three Lines of Defence (3LoD) Model helps our people

to understand their role in actively managing risk.

The key principles that form part of the 3LoD Model are set

out in the diagram on the following page.

The Business, or First Line, is responsible for identifying

and owning the risks in all aspects of their activity.

The Second Line is the Risk Function, which provides

insight, oversight and challenge of first line activities. The

Third Line is Group Audit, which provides independent

assurance.

This year, implementation of the 3LoD was completed

through a range of communication and reinforcement

activities specifically focused on providing clear delineation

of roles, responsibilities and accountabilities between the

Lines, that are now commonly understood across the Bank.

As embedment continues, each Line of Defence is taking

strong ownership of risk outcomes within their roles and

all Lines of Defence are working collaboratively to drive

actions to continuously reinforce the 3LoD Model. Any

perception of ambiguity or a lack of clarity is proactively

resolved and engagement and interactions between

Lines of Defence, businesses and Divisions is consistently

improving.

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WESTPAC THREE LINES OF DEFENCE
The 3LoD work together to deliver effective risk management outcomes.

The 3LoD work together to make sound risk-based decisions through:

—strong and proactive engagement, communication, trust and collaboration 

—management information that is reliable, coherent and transparent.

There must also be alignment of activities across the 3LoD to avoid unnecessary duplication, overlap or gaps.

Third Line

Independent

Assurance

Audit Function

Independent and objective assurance: 

—Group Audit is the Third Line assurance function that provides

the Board and Senior Executive with independent and objective

evaluation of the adequacy and effectiveness of the Group’s

governance, risk management and internal controls.

Second Line

Insight, Oversight and Challenge

Risk Function

Insight, oversight and challenge of First Line activities: 

—An independent function that develops risk management frameworks,

defines guardrails, provides objective review and challenge regarding

the effectiveness of risk management within the First Line business

and executes specific risk management activities where functional

independence and/or specific risk capability is required.

—Its approach is risk-based and proportionate to First Line activities. 

First Line

Own and manage risk

All Divisions and Functions excluding

Risk and Audit Functions

Owns and manages the risks they originate:

—Proactively identifies, evaluates, owns, monitors, manages and

controls the existing and emerging risks in its business. It manages

business activities within approved risk appetite and policies.

—In managing its risk, the First Line establishes and maintains

appropriate governance structures, and controls resources and self-

assessment processes, including issue identification, recording and

escalation procedures.

Risk identification: Major risk categories

We have 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

Risk

9

Financial

Crime Risk

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.

The following provides an explanation of our major risk categories, considerations for risk appetite and examples of areas

of focus which illustrate the operation of the Risk Management Framework.

RISK

MANAGEMENT

WESTPAC GROUP 2023 ANNUAL REPORT 42

MAJOR RISK CATEGORIES
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:

—continuous monitoring of capital

forecasts

—consideration of capital headwinds

—actively monitoring economic

outlook and credit risk arising from

serviceability requirements from higher

interest rate and inflationary pressures

—monitoring volatility in Interest Rate

Risk in the Banking Book (IRRBB)

RWA.

Example of a Risk Appetite measure

—Common equity tier 1 (CET 1) 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 FY24 wholesale funding

plan to support balance sheet growth

and refinance maturing debt, including

the Term Funding Facility

—managing liquidity risk to meet

regulatory requirements and the

Group’s liquidity needs in line with

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 for high-volume homogeneous

credit risk and Transaction-managed for

individual customer and transactions

approaches. We seek to manage credit

risk by:

—setting boundaries to guide appropriate

credit risk conscious strategic choices,

including with respect to changes in

the operating environment

—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 10 and 11 to the

financial statements, and in Westpac’s

Pillar 3 reports.

Areas of focus include:

—responding to heightened credit risk

from the rapid interest rate tightening

cycle, ongoing geopolitical risks,

uncertain economic environment and

continuing inflationary pressures

—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

Institutions as a % of Total

Committed Exposure.

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4

Market

Risk

The risk of an adverse

impact on the Group’s

financial performance

or financial position

resulting from changes

in market factors, such as

foreign exchange rates,

commodity prices, equity

prices, credit spreads

and interest rates. This

includes interest rate risk

in the banking book.

Risk Appetite and Mitigation

We have appetite for market risk in

approved products within our limit

framework. We manage market risk

through the measurement and monitoring

of Board-approved metrics that capture

the potential 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:

—upgrading/replacing market risk

systems and supporting infrastructure

—implementing regulatory change

initiatives related to market risk

prudential standards.

Example of a Risk Appetite measure

—Value at Risk (VaR, $m).

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 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 environment, which

could significantly impact our ability to

implement our strategies.

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

and monitoring the sustainability and

effectiveness of practices delivered

through the CORE program

—accelerating our technology

simplification and transformation

agenda

—appropriate funding, resourcing and

delivery of regulatory commitments

—continuing to invest in our digital and

data journey, improving customer

experience.

Example of a Risk Appetite measure

—Actual ROE (tracking against the

Target ROE).

WESTPAC GROUP 2023 ANNUAL REPORT 44

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:

—maintaining and continuing to review

and improve our tools and processes

to support risk culture, as appropriate

—partnering with the business to

support Divisional capability uplift

across key behavioural change

areas, including a particular focus on

decision making, ownership, challenge

and reinforcement, maturing action

planning to drive behavioural change

and evolving the deep dive process

—continuing to align to the broader

organisational culture transformation

and driving Group-wide changes at

all levels.

Example of a Risk Appetite measure

—Internal survey results – % of

respondents who feel safe calling

out risks and/or concerns.

7

Operational

Risk

The risk of loss resulting

from inadequate or failed

internal processes, people

and systems or from

external events.

Risk Appetite and Mitigation

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:

—enhancing our Operational Risk

Management Framework and practices

to strengthen risk management

—delivering greater insights and actions

to drive better risk outcomes

—rationalising the control environment,

including greater focus on prevention

and automation

—reducing open issues and incidents to

improve our control environment

—strengthening our operational

resilience, including managing risks

from third parties

—ongoing focus on the management of

data and records management risks.

Example of a Risk Appetite measure

—% of key controls assessed as

‘Unsatisfactory’.

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8

Compliance and

Conduct Risk

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:

—strengthening the management of

our conflicts of interest, product

governance and privacy risks

—uplifting infrastructure, tools and

reporting, improving proactive

compliance risk management

—enhancing Conduct Risk Maturity

across Divisions

—improving our tools and processes

to support alignment of our business

practices to fair customer outcomes

and market integrity

—applying the simplified Code of

Conduct including our ‘Should We?’

Test to deliver better outcomes for

our customers, our communities and

each other.

Example of a Risk Appetite measure

—Number of aggregated Level 2

risks rated High/Very High.

9

Financial

Crime Risk

The risk that the Group

fails to prevent financial

crime and comply

with applicable global

financial crime regulatory

obligations.

Risk Appetite and Mitigation

The Group helps prevent financial crime

by proactively identifying, assessing,

mitigating and reporting financial crime

risks and complying with all applicable

global and local financial crime regulatory

obligations. This means that our financial

crime risks must be managed through

robust controls and systems, and that

we must promptly own, investigate and

remediate financial crime incidents where

they do occur.

Areas of focus include:

—strategic Financial Crime Data analytics

capabilities

—payments modernisation, responding

to evolving internal and external

requirements.

—Divisional Know Your Customer (KYC)

strategic solutions, control uplift and

back-book remediation.

Example of a Risk Appetite measure

—Number of high rated Financial

Crime issues which haven’t been

remediated within the initially

agreed timeframe.

WESTPAC GROUP 2023 ANNUAL REPORT 46

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 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.

11

Reputational

and 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 the Group’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:

—transitioning our lending portfolio to

net-zero by 2050, consistent with our

NZBA commitment

—maturing our approach to climate and

environmental risk management

—building our understanding of the

nature-related risks, consistent with our

Natural Capital Position Statement

—our Sustainable Finance Framework

that sets out how we assess, monitor,

measure and report on financing and

facilitation of sustainable activities

—continuing to improve the identification

and management of social risks

including salient human rights risks

across our activities.

Examples of a Risk Appetite measure

—RepTrak standing.

—Portfolio measures aligned to

NBZA targets.

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CORPORATE
GOVERNANCE

Our corporate governance approach

Corporate governance is the framework of systems,

policies and processes by which we operate and through

which our people are empowered and accountable for

making decisions that affect our business, operations,

customers and stakeholders.

The framework establishes the roles and responsibilities of

our 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.

Effective corporate governance is fundamental to the

sustainability of our business and our performance.

Our approach 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 customers, shareholders,

employees and the community.

Board areas of focus in FY23

This year the Board (including with assistance from its

Board Committees) has overseen:

—continued implementation and embedment of the

CORE program to uplift outcomes for customers and

our governance of financial and non-financial risk

—the introduction of the Group’s updated purpose

– ‘Creating better futures together’ – and refreshed

strategy, which is focused on repositioning the Group’s

priorities to focus on the future and is framed by four

strategic pillars: Customer, Easy, Expert and Advocate

—the Group's financial and operating performance

—the delivery of key strategic priorities including

implementing an organisational structure that is

designed to drive growth

—the management of current and emerging risks arising

from the evolving economic, geopolitical, regulatory

and competitive environment

—the Group’s capital position, including changes in

regulatory capital requirements

—the programs and processes in place to support our

customers experiencing hardship

—considering and assessing the resilience of the Group’s

systems and response to potential cyber incidents and

data breaches

—the priorities outlined in our Sustainability Strategy

and approving our updated Climate Change Position

Statement and Action Plan

—the ongoing work to improve Westpac’s management

of financial crime risk

—the ongoing consideration of Board and Chair

succession, as well as Board Committee composition

—the further simplification of our business and

operations through the exit of non-core businesses

—progress in improving the Group’s expense-to-income

ratio relative to peers.

WESTPAC’S BOARD AND BOARD COMMITTEE STRUCTURE

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 financial results

announcement

Delegation

Assurance,

Oversight through

Reporting

Accountability

Accountability

Delegation

Delegation

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

Specific reporting as shown above

BOARD

Independent Assurance and Advice

External

Auditors

Group

Audit

Independent

Assurance and

External Advice

Chief Executive Officer

Group Executives

RemunerationAudit

Nominations

& Governance

Risk

WESTPAC GROUP 2023 ANNUAL REPORT 48

Role of the Board and Board Committees
The Board provides leadership and strategic guidance for Westpac and its related bodies corporate, in addition

to overseeing the sound and prudent management of the Group. The Board is assisted by its four standing Board

Committees. The key roles, responsibilities and composition requirements of each is outlined in their respective Charters

which are available on our website and summarised below.

The Board

—approves and oversees management’s implementation of

the strategic direction of the Westpac Group, its business

plan and significant corporate strategic initiatives

—appoints the Chief Executive Officer (CEO) and Chief

Financial Officer (CFO), and approves the appointment of

Group Executives, the General Manager, Group Audit and

any other person the Board determines

—oversees culture across the Group by setting the tone

from the top, approving Westpac Group’s values and

receiving reporting on the Group’s culture

—assesses and reviews the performance of the Board, its

Board Committees, the CEO and the Group Executives

—approves the Westpac Group Remuneration Policy

—approves, in accordance with the Westpac Group

Remuneration Policy, remuneration arrangements,

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 the Australian Prudential Regulation Authority (APRA)

and any other person the Board determines

—approves the annual financial targets and financial

statements, and monitoring financial performance against

forecast and prior periods

—determines our dividend policy and the amount, nature and

timing of dividends to be paid

—considers and approves our overall risk management

framework for managing financial and non-financial risk

—approves the Group Risk Management Framework, the

Group Risk Management Strategy and the Board Risk

Appetite Statement and monitoring the effectiveness of risk

management by the Group

—considers the social, ethical and environmental impact of our

activities including the effects of climate change, and setting

standards and monitoring compliance 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 (WHS)

issues in the Group and considers appropriate WHS reports

and information

—meets with representatives from our principal regulators on

a regular basis.

Board Risk Committee

(BRiskC)

Board Audit Committee

(BAC)

Board Remuneration

Committee (BRemC)

Board Nominations & Governance

Committee (BNGC)

Assists the Board to

consider and approve

Westpac's overall risk

management framework,

oversee risk culture, the

risk profile for material

risks and risk appetite. The

Committee also considers

and recommends key risk

policies and frameworks

to the Board for approval.

Assists the Board by having

oversight of the integrity

of financial statements,

financial reporting systems

and corporate reporting.

The Committee also

oversees the external

auditor engagement and the

performance of Group Audit.

Assists the Board

to discharge its

responsibilities in relation

to remuneration matters,

including by overseeing

the design, operation and

monitoring of Westpac's

remuneration framework.

Assists the Board by

overseeing that the Board

and boards of related

bodies corporate comprise

individuals who are best able

to discharge their role as

Directors. The Committee

also oversees that Westpac's

corporate governance

arrangements are appropriate.

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Board skills and experience

Our Directors have a broad range of relevant financial and other skills, knowledge and experience which helps guide

the Group. The Board uses a skills matrix to illustrate the key skills and experience it seeks to achieve in its membership

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

areas for the continued education and professional development of Directors. In FY23, these focus areas included cyber

risk, crisis management, and key environmental, social and governance topics. 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.

BOARD SKILLS, EXPERIENCE AND ATTRIBUTES AS AT 30 SEPTEMBER 2023

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 managing the business through

periods of significant change and delivering desired business outcomes

Deep experience and knowledge General working experience and knowledge Limited working experience and knowledge

WESTPAC GROUP 2023 ANNUAL REPORT 50

Board diversity
A diverse group of skilled Directors helps us be a stronger

organisation that makes better decisions. We achieved

our 2023 objective of 40% women, 40% men and 20% any

gender for the composition of the Board. We will focus on

maintaining alignment with this objective.

Board tenure

The average Board tenure is 3.3 years. Individual lengths of

service are outlined in Section 1 of the Directors’ report.

Our Director Appointment & Board Renewal Policy limits

the tenure of Non-executive Directors, other than the

Chairman, to nine years, from the date first elected by

shareholders. The maximum tenure for the Chairman is

12 years, including any term served previously as a Director,

from the date first elected by shareholders. 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.

NUMBER OF FEMALE DIRECTORS ON THE BOARD

(4 OUT OF 10

)1

40%

FEMALE DIRECTORS

AVERAGE BOARD TENURE

1

0-3 years 40% 3-6 years 50% 6-9 years 10%

3.3 YEARS

AVERAGE BOARD TENURE

Ethical decision making across

Westpac and Key Group policies

Ethical and responsible decision making is critical to

decision making at Westpac. Our Purpose, Values and

Behaviours, together with our Code of Conduct and

related policies and frameworks, are focused on instilling

and reinforcing an ethical and responsible decision-making

culture across the Group.

We also have policies that seek to manage our regulatory

compliance and human resource requirements and are

subject to a range of external industry codes, such as the

Banking Code of Practice and the ePayments Code.

Code of Conduct

Our Code of Conduct (Code) sets out a consistent

standard and establishes the expectations of our people

to do what is right. The Code goes beyond an obligation

to comply with laws and policies and is a key aspect of

improving conduct to seek to ensure fair outcomes for

customers, communities and each other.

Supporting the Code are numerous frameworks and

policies which outline our commitment to sustainable

business practices and behaviours. These include our

Purpose, Values and Behaviours, policies, and position

statements addressing human rights, climate change and

other environmental and social impacts.

Anti-Bribery and Corruption

We have no tolerance for any form of bribery or corruption

and have an Anti-Bribery and Corruption (ABC) Policy,

an ABC Standard, and bribery prevention procedures and

systems. Material breaches of the ABC Policy are reported

to the Board Risk Committee.

Concern reporting and whistleblower protection

Our Speaking Up Policy encourages employees,

contractors, secondees, former employees, brokers,

service providers and suppliers to raise any concerns

about our activities or behaviours that may be unlawful

or unethical. Concerns can be raised anonymously by

using our reporting system ‘Concern Online’ and our

Whistleblower Hotline.

The Board Audit Committee, in conjunction with the Board

Risk Committee, oversees our Whistleblower Program.

The Board Risk Committee receives regular reporting on

whistleblowing.

Conflicts of interest

Our conflicts of interest framework is designed to identify

and manage actual, potential and perceived conflicts of

interest. The conflicts of interest framework includes the

Group Conflicts of Interest Policy, along with supporting

policies, standards and procedures.

 Refer to our 2023 Corporate Governance Statement and website at westpac.com.au/corpgov for more

information on our corporate governance framework, policies and practices at 5 November 2023.

The Statement is available – along with Board and Committee Charters, principles and policies – on our

website at westpac.com.au/corpgov.

1 As at 30 September 2023.

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INFORMATION

DIRECTORS’
REPORT

Our Directors present their report

together with the financial statements

of the Group for the financial year

ended 30 September 2023.

Directors

The names of the persons who have been Directors,

or appointed as Directors, during the period since

1 October 2022 and up to the date of this report are:

John McFarlane, Peter King, Tim Burroughs, Nerida Caesar,

Audette Exel AO, Michael Hawker AM (appointed as a

Director on 1 December 2020 and retired as a Director on

15 July 2023), Christopher Lynch, Peter Marriott (appointed

as a Director on 1 June 2013 and retired as a Director

on 14 December 2022), Peter Nash, Nora Scheinkestel,

Margaret Seale and Michael Ullmer AO.

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 2023, 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

Board of Directors

John McFarlane

MA, MBA

Age: 76

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 49 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 (June 2018 to May 2023).

Other principal directorships and

interests: Director of Old Oak Holdings

Ltd

Board Committees:


WESTPAC GROUP 2023 ANNUAL REPORT 52

Peter King
BEc, FCA

Age: 53

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, Director of

Financial Markets Foundation for

Children and Director of Jawun.

Board Committees:

Nil.

Tim Burroughs

MA (Hons), B Psy (Hons), FCA, FAICD

Age: 69

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Appointed: Director since March 2023.

Board Committees: Member of the

Board Risk Committee.

Experience: Tim has over 40 years’

experience in finance, international

banking and mergers and acquisitions.

Tim was formerly Chairman of

Investment Banking at Goldman Sachs

Australia, where he worked for 11 years.

Prior to this, Tim held senior positions

at Merrill Lynch including Chairman

of Mergers and Acquisitions. From

1993 to 1997, Tim was Principal at

Centaurus Corporate Finance, a leading

independent advisory firm.

Over the course of his career, Tim

has specialised in providing strategic

financial advice to major corporations

and their boards. He has advised on

capital restructures, capital raisings

and more than 100 public company

acquisitions.

Tim has an engineering degree from

Cambridge University and is a Fellow of

the Institute of Chartered Accountants.

Tim has also studied and taught

Psychology at Macquarie University.

Directorships of listed entities over the

past three years: Nil.

Other principal directorships and

interests: Panel member of Adara

Partners (Australia) Pty Ltd.

Board Committees:

Nerida Caesar

BCom, MBA, GAICD

Age: 59

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Appointed: Director since September

2017.

Board Committees: Member of the

Board Audit Committee.

Experience: Nerida has over 35 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:


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Audette Exel AO
BA, LLB (Hons)

Age: 60

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Appointed: Director since September

2021.

Board Committees: Chair of the Board

Risk Committee, Member of the Board

Audit 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 to 1996), Chair of the Bermuda

Stock Exchange (1995 to 1996) and a

Director and Chair of the Investment

Committee of the Bermuda Monetary

Authority (1999 to 2005). She was a

Director and Chair of the Investment

Committee of Steamship Mutual (1999

to 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: Nil.

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:


Chris Lynch

BCom, MBA, FCPA

Age: 70

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:


Peter Nash

BCom, FCA, F Fin

Age: 61

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:


DIRECTORS’ REPORT

WESTPAC GROUP 2023 ANNUAL REPORT 54

Nora Scheinkestel
LLB (Hons), PhD, FAICD

Age: 63

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) and

Atlas Arteria International Limited (April

2015 to November 2020).

Other principal directorships and

interests: Nil.

Board Committees:


Margaret (Margie) Seale

BA, FAICD

Age: 63

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Appointed: Director since March 2019.

Board Committees: Member of the

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, Seaborn Broughton & Walford

Pty Limited, Pinchgut Opera Limited and

Jana Investment Advisers Pty Ltd.

Board Committees:


Michael Ullmer AO

BSc, FAICD, FCA, SF Fin

Age: 72

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Appointed: Director since April 2023.

Board Committees: Member of

the Board Audit and Board Risk

Committees.

Experience: Michael has more than

40 years’ experience in international

banking, finance and professional

services. Michael was formerly the

Deputy Group Chief Executive Officer of

the National Australia Bank (NAB) from

2007 until he retired from the Bank in

August 2011. He joined NAB in 2004 as

Finance Director and held a number of

key positions including Chairman of the

subsidiaries Great Western Bank (US)

and JB Were. Prior to NAB, Michael was

at Commonwealth Bank of Australia,

initially as Group Chief Financial

Officer and then Group Executive

with responsibility for Institutional and

Business Banking. Before that, he was a

Partner at accounting firms KPMG

(1982 to 1992) and Coopers & Lybrand

(1992 to 1997).

From a philanthropic perspective,

throughout his career Michael has been

heavily involved in supporting the Arts

and Education sectors.

Directorships of listed entities over the

past three years: Lendlease Corporation

Limited (since December 2011) and

Woolworths Limited (January 2012 to

October 2021).

Other principal directorships and

interests: Member of the National

Gallery of Victoria Foundation Board.

Board Committees:


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Executive Team
Nell Hutton

BCom (Hons), MPhil, GAICD

Age: 47

CHIEF EXECUTIVE, WESTPAC

INSTITUTIONAL BANK

1

Nell was appointed Chief

Executive, Westpac

Institutional Bank in October

2023. The Institutional Bank

provides a range of banking

services to Commercial,

Corporate, Institutional and

Public Sector customers with

connections to Australia,

New Zealand, Asia, Europe

and US markets.

Nell first joined Westpac in

February 2021 as Managing

Director, Financial Markets,

after 21 years at Goldman

Sachs in London and

Australia, most recently as

Head of the Global Markets

division in Australia and

New Zealand.

She holds a Master of

Philosophy in Finance and

Economics from Cambridge

University and a Bachelor

of Commerce (First Class

Honours) from the University

of Sydney.

Nell is Deputy Chair of the

Australian Financial Markets

Association, and a member of

the AICD and Chief Executive

Women.

1 Commenced as Chief Executive,

Westpac Institutional Bank on

1 October 2023.

Peter King

BEc, FCA.

Age: 53

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: 59

GROUP CHIEF INFORMATION

OFFICER, TECHNOLOGY

Scott Collary was appointed

as the Group’s Chief

Information Officer in

August 2023. Prior to this,

he held the role of Group

Executive, Customer Services

& Technology after joining

Westpac as Chief Operating

Officer in November 2020.

Scott has over 35 years’

global banking experience,

with a breadth of expertise

across technology,

operations, risk mitigation

and commercial functions.

Before joining Westpac,

Scott was Chief Information

& 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.

Shannon Finch

BA (Hons), LLB (Hons), FGIA

Age: 53

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,

the Advisory Committee to

the Australian Law Reform

Commission’s Review of the

Legislative Framework for

Corporations and Financial

Services Regulation and the

AICD Law Committee.

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.

DIRECTORS’ REPORT

WESTPAC GROUP 2023 ANNUAL REPORT 56

Anthony Miller
LLB (Hons), BA

Age: 53

CHIEF EXECUTIVE, BUSINESS

& WEALTH

Anthony Miller first joined

Westpac Group in 2020

and was appointed Chief

Executive, Business and

Wealth in August 2023.

He has responsibility for

providing a range of banking

and wealth services for small

to medium and commercial

sized businesses, merchants,

private wealth, sustainability,

Westpac’s Pacific banking

business and BT.

Previously he was the Chief

Executive of Westpac’s

Institutional Bank.

Before joining Westpac

Group, Anthony was CEO of

Australia & 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 several

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: 46

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 the Customer Outcomes

and Risk Excellence (CORE)

Program, and the Business,

Controls and Monitoring

Chapter.

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: 51

GROUP EXECUTIVE,

CUSTOMER & CORPORATE

SERVICES

Carolyn has been part of the

Westpac Group Executive

team since 2018 and is

currently Group Executive,

Customer & Corporate

Services, responsible for

operations and customer

support services. The division

brings together customer

solutions, financial crime and

fraud prevention, customer

operations, property,

procurement and protective

services, corporate affairs

and community, HR and

Finance 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

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 is a member

of the Australian Institute of

Company Directors (AICD).

Catherine McGrath

LLB/BCom

Age: 52

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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Ryan Zanin
CFA, FICB

Age: 61

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.

Christine Parker

BGDipBus (HRM)

Age: 63

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, Director of the

Financial Alliance for Women,

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: 62

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, Treasury and Corporate

and Business Development

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, University of

Melbourne and a Graduate

Diploma of Taxation Law,

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: 52

CHIEF EXECUTIVE,

CONSUMER

Jason was appointed Chief

Executive, Consumer in

August 2023.

The Consumer segment

provides a range of banking

products and services

including mortgages, credit

cards, personal loans and

deposits to customers in

Australia.

Previously he led the Group’s

Specialist Businesses Division

overseeing a number of

business divestments to

create a simpler, stronger

bank. He has also held a

number of Group Executive

roles with Westpac at

different times for more than

20 years including Group

Strategy, Westpac Retail and

Business Banking, and senior

positions in BT Financial

Group.

Outside of Westpac, Jason

has been 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 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.

DIRECTORS’ REPORT

WESTPAC GROUP 2023 ANNUAL REPORT 58

Ryan Zanin
CFA, FICB

Age: 61

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.

Christine Parker

BGDipBus (HRM)

Age: 63

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, Director of the

Financial Alliance for Women,

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: 62

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, Treasury and Corporate

and Business Development

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, University of

Melbourne and a Graduate

Diploma of Taxation Law,

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: 52

CHIEF EXECUTIVE,

CONSUMER

Jason was appointed Chief

Executive, Consumer in

August 2023.

The Consumer segment

provides a range of banking

products and services

including mortgages, credit

cards, personal loans and

deposits to customers in

Australia.

Previously he led the Group’s

Specialist Businesses Division

overseeing a number of

business divestments to

create a simpler, stronger

bank. He has also held a

number of Group Executive

roles with Westpac at

different times for more than

20 years including Group

Strategy, Westpac Retail and

Business Banking, and senior

positions in BT Financial

Group.

Outside of Westpac, Jason

has been 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 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.

DIRECTORS’ REPORT

WESTPAC GROUP 2023 ANNUAL REPORT

58

Executive Team

NAMEPOSITION

YEAR

JOINED

GROUP

YEAR

APPOINTED

TO

POSITION

Peter KingManaging Director &

Chief Executive Officer

19942020

Scott CollaryGroup Chief Information Officer,

Technology

20202023

Shannon FinchGroup General Counsel20212021

Nell HuttonChief Executive, Westpac Institutional

Bank

20212023

Carolyn McCannGroup Executive, Customer &

Corporate Services

20132023

Catherine McGrathChief Executive Officer,

Westpac New Zealand

20212021

Anthony MillerChief Executive, Business & Wealth 20202023

Yianna

Papanikolaou

Chief Transformation Officer20222022

Christine ParkerGroup Executive, Human Resources20072011

Michael RowlandChief Financial Officer20202020

Jason YettonChief Executive, Consumer20202023

Ryan ZaninChief Risk Officer20222022

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

Tim Hartin

LLB (Hons.)

Age: 48

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.

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WESTPAC GROUP 2023 ANNUAL REPORT
60

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 2023 were the provision

of financial services including lending, deposit taking,

payments services, investment platforms, superannuation

and funds management, leasing finance, general finance,

interest rate risk management and foreign exchange

services.

During the period, Westpac merged its BT personal and

corporate superannuation funds with Mercer Super Trust

and sold Advance Asset Management Limited to Mercer

(Australia). Other than these changes, there have been no

significant changes in the nature of the principal activities

of the Group during 2023.

b) Operations and financial performance

Net profit for 2023 was $7,195 million, an increase of 26%

compared to 2022, and resulting in an increase of 28% in

our basic earnings per share.

The growth in net profit reflects higher income, tempered

by an increase in provisions for loan losses.

The following is a summary of the movements in major line

items in net profit for 2023 compared to 2022.

Net interest income increased by $1,156 million or 7%

driven by a 2 basis point increase in net interest margin

and growth in average interest earning assets of 6%.

Key movements in net interest margin included:

• Wider deposit spreads and higher earnings on hedged

deposits;

• Benefits from the investment of capital in a rising rate

environment;

• Lower spreads on loans reflecting intense competition;

and

• An unrealised loss of $113 million on fair value

movements of non-hedge accounted economic hedges

in 2023, compared to an unrealised gain of $633 million

in 2022.

Non-interest income was $883 million or 36% higher. The

key movements included:

• A gain on sale of businesses in 2023 of $268 million

compared to a net loss of $823 million in 2022. The loss

in 2022 was largely from the sale of our Australian life

insurance business of $1,112 million; and

• Lower contribution from our wealth management

business following sales in 2022 and 2023.

Operating expenses were $110 million or 1% lower. The key

movements included:

• A reduction in asset impairments of $192 million;

• Lower costs related to businesses sold;

• Reduced use of third-party services;

• Lower impairment of goodwill as 2022 included a

$122 million impairment related to the Superannuation

business;

• Higher staff expenses from wage inflation, higher

restructuring and leave entitlement costs; and

• Higher technology services, and software maintenance

and licensing costs from inflationary pressure and

higher software amortisation as projects were

completed in the period.

Credit impairment charges of $648 million represented

9 basis points of average gross loans compared to

5 basis points of average gross loans in 2022. The increase

reflected some deterioration in credit quality metrics with

stressed exposures up 19 basis points.

The effective tax rate was 30.12% in 2023, broadly in line

with the Australian corporate tax rate of 30%. The effective

tax rate was higher in 2022 due to non-deductible items

including goodwill write-downs not repeated in 2023.

A review of the operations of the Group and its segments

and their results for the financial year ended

30 September 2023 is set out in Section 2 of the Annual

Report under the sections ‘Group Performance’, and

‘Segment Reporting’, (see pages 102 to 144), 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

167 to 293), which form part of this report.

c) Dividends

Westpac has announced a final ordinary dividend of 72

cents per Westpac ordinary share, totalling approximately

$2,527 million for the year ended 30 September 2023. The

dividend will be fully franked and will be paid on

19 December 2023.

In 2023, an interim ordinary dividend of 70 cents per

Westpac ordinary share totalling $2,456 million was paid

as a fully franked dividend on 27 June 2023

(2022: 61 cents totalling to $2,136 million was paid as

interim ordinary dividend in 2022).

For the year ended 30 September 2022, a fully franked final

dividend of 64 cents per ordinary share totalling

$2,240 million was paid on 20 December 2022.

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d) Significant changes in state of affairs and events

during and since the end of the 2023 financial year

Significant changes in the state of affairs of the Group

during the financial year ended 30 September 2023, or

that have occurred since that date, were:

• Implementing changes to the Group’s structure and

executive team to support the Group’s next strategic

phase and position the company for growth.

• 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. Following the completion of the Integrated

Plan, expected by 31 December 2023, we will continue

to focus on sustainability and effectiveness of the uplift

delivered by the Integrated Plan through a transition

period, expected to be calendar year 2024 with

assurance by Promontory Australia.

• The announcement by John McFarlane, Chairman

of the Board, of his intention to retire in December

2023 at the conclusion of the 2023 AGM, and the

announcement on 16 October 2023 of the appointment

of Steven Gregg as Non-executive Director and

Chaiman-elect effective 7 November 2023. Mr Gregg,

if elected at the AGM, will succeed Mr McFarlane as

Chairman of the Board at the conclusion of the AGM

on 14 December 2023.

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 94 to 96).

The Directors are not aware of any other matter or

circumstance that has occurred since

30 September 2023 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 1 to 51) and

in ‘Significant developments’ in Section 1 of the Annual

Report (see pages 94 to 96), 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 145

to 156).

WESTPAC GROUP 2023 ANNUAL REPORT
62

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 2023 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 5 November 2023

Number of

Relevant Interests in

Westpac Ordinary Shares

Number of

Westpac Share Rights

Westpac Banking Corporation

Current Directors

John McFarlane45,000-

Peter King213,527

1

481,687

2

Tim Burroughs67,302-

Nerida Caesar13,583-

Audette Exel11,562-

Chris Lynch

3

13,090-

Peter Nash15,260-

Nora Scheinkestel14,874

Margaret Seale

4

10,438-

Michael Ullmer

5

12,570-

Former Directors

Michael Hawker

6

32,432

Peter Marriot

7

22,110-

1. Peter King’s interest in Westpac ordinary shares includes 20,744 restricted shares held under the Restricted Share Plan.

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

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

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

5. Michael Ullmer and his related bodies corporate also hold relevant interests in 800 Westpac Capital Notes 5 (ASX:WBCPH), 1,000 Westpac

Capital Notes 6 (WBCPI), 300 Westpac Capital Notes 9 (WBCPL) and 1,000 Westpac Subordinated Notes (WBCHA).

6. Figure displayed is as at Michael Hawker’s retirement date of 15 July 2023.

7. Figure displayed is as at Peter Marriot’s retirement date of 14 December 2022.

Note: Certain subsidiaries of Westpac offer a range of registered schemes. The Directors may 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).

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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 2023, 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 4,063,962 share

rights outstanding in relation to Westpac ordinary shares,

held by 103 holders. The latest dates for exercise of

the share rights range between 17 December 2024 and

1 October 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 2023 ANNUAL REPORT
64

Directors’ report

5. Environmental disclosure

The Westpac Group’s environmental disclosure is

summarised in this Annual Report and detailed in our

2023 Climate Report.

Our disclosure in these reports is aligned to Taskforce on

Climate-Related Disclosures (TCFD) covering governance,

strategy, risk management, and metrics. The Climate

Report includes our Climate Change Position Statement

and Action Plan, outlining our strategy and actions.

Additional disclosure on environmental matters includes:

• Natural Capital Position Statement, which looks at

how we are considering the risks and opportunities

associated with nature; and

• Sustainable Finance Framework, outlining how we

categorise green, transition, social and sustainability

finance.

We also reference climate in a range of other policies and

principles including:

• Positions on lending to certain sensitive sectors.

• Responsible Sourcing Code of Conduct.

• Reconciliation Action Plan.

We participate in a number of voluntary sustainability

initiatives including the Global Reporting Initiative (GRI),

the Equator Principles, the Principles for Responsible

Banking, the Net-Zero Banking Alliance, the United Nations

Global Compact, the RE100, the Sustainability Accounting

Standards Board (SASB), the Taskforce on Nature-

related Financial Disclosures (TNFD) and the Australian

Government Climate Active Carbon Neutral Standard for

Organisations.

In Australia we publicly report our scope 1 and 2

greenhouse gas emissions, energy consumption and

production under the National Greenhouse and Energy

Reporting (NGER) scheme 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 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 environment

disclosures are available in sections 1 (see pages 36 to 39)

and 2 (see pages 157 to 164) of this Annual Report, and in

our Climate Report.

Additional information about our environmental

performance, is 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 2026 Action

Plan. This lays out the principles and actions that guide our

approach and commitment to respecting and advancing

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.

Under the Modern Slavery Act 2018 (Cth) and Modern

Slavery Act 2015 (UK), Westpac is required to prepare an

annual statement describing the risks of modern slavery in

our operations and supply chain, and the actions taken to

address the risks. Westpac published a joint statement for

FY22 on behalf of itself and certain reporting entities that

addressed the requirements of both Acts.

The Westpac Group’s 2022 Modern Slavery Statement

was published in March 2023 and can be located at www.

westpac.com.au/content/dam/public/wbc/ documents/

pdf/aw/sustainability/wbc-2022-modernslavery-statement.

pdf.

We will release the Group’s FY23 Modern Slavery Statement

in March 2024.

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 2023.

Westpac does participate in political engagement

activities assessed as directly relevant to the bank and

or the banking industry. 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. Westpac attends these events to put forward

its position on policy matters of importance to our

customers, suppliers, shareholders and our employees.

Political expenditure on these events in Australia for the

financial year ended 30 September 2023 was $183,800. In

New Zealand, political expenditure for the financial year

ended 30 September 2023 was NZD $6,573.

This year, Westpac also donated $1.75m to the Yes23 and

Uluru Dialogues Voice to Parliament campaigns, linked to

the Voice referendum. We also provided in-kind support,

such as seconding 14 employees. The donations and

in-kind support are considered ‘referendum expenditure’

provided to ‘referendum entities’ and are due to be

disclosed to the Australian Electoral Commission.

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9. Directors’ meetings

The Westpac Banking Corporation Board met 15 times during the financial year ended 30 September 2023. In addition,

Directors attended Board strategy sessions and special purpose committee meetings during the financial 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 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 meetings of Board Committees of which they are

not a member.

Scheduled meetings

Unscheduled

meetings

3

RiskAuditRemuneration

Nominations &

Governance

Held

1

Attended

2

Held

1

Attended

2

Held

1

Attended

2

Held

1

Attended

2

Held

1

Attended

2

Held

1

Attended

2

Director

John McFarlane

4

8877n/an/an/an/an/an/a44

Peter King8877n/an/an/an/an/an/an/an/a

Tim Burroughs

5

553354n/an/an/an/an/an/a

Nerida Caesar

6

8877n/an/a44n/an/an/an/a

Audette Exel

7

88777744n/an/an/an/a

Chris Lynch

8

8876n/an/a661010n/an/a

Peter Nash

9

88757766n/an/a44

Nora Scheinkestel

10

887777n/an/a109n/an/a

Margaret Seale

11

887765n/an/a101044

Michael Ullmer

12

44331133n/an/an/an/a

Former Director

Michael Hawker

13

664444n/an/an/an/an/an/a

Peter Marriott

14

22442222n/an/an/an/a

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

2. The number of Board 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. Chairman of the Board and Chairman of the Board Nominations & Governance Committee.

5. Appointed as a Director and a member of the Board Risk Committee on 10 March 2023.

6. Appointed as a member of the Board Audit Committee following the completion of the 2022 Annual General Meeting.

7. Member of the Board Risk Committee. Appointed as Chair of the Board Risk Committee and member of the Board Audit Committee following

the completion of the 2022 Annual General Meeting.

8. Member of the Board Audit Committee and Board Remuneration Committee.

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

10. Chair of the Board Remuneration Committee and member of the Board Risk Committee.

11. Member of the Board Nominations & Governance Committee and Board Remuneration Committee. Retired as a member of the Board Risk

Committee on 10 August 2023.

12. Appointed as a Director and member of the Board Audit Committee on 3 April 2023. Appointed as a member of the Board Risk Committee on

10 August 2023.

13. Retired as a Director on 15 July 2023.

14. Retired as a Director following the completion of the 2022 Annual General Meeting.

Dear shareholders,
2023 has been a year of continuing improvement against a

backdrop of a highly competitive banking market.

Net profit after tax (excluding Notable Items) (NPAT)

increased 12% on prior year and return on tangible equity

(excluding Notable Items) (ROTE), improved from 10.6% to

11.7%, assisted by the share buyback last year.

We grew the balance sheet, managed margins and

maintained strong credit quality. Impairments were up but

lower than expected.

Against an economic environment where our customers

had to withstand 12 increases in official interest rates since

May 2022, we maintained balance sheet strength with key

metrics such as common equity tier 1 capital ratio (CET1),

net stable funding ratio (NSFR) and liquidity coverage

ratio (LCR) all above target.

We have substantially completed the Integrated Plan

phase of our Customer Outcomes and Risk Excellence

(CORE) program with all key milestones on track to be

delivered by calendar year end.

We aim to move into a transition phase in 2024 to ensure

that improvements in risk management and culture as well

as processes and systems implemented through CORE are

now truly embedded and sustained.

As our risk maturity has increased, we’ve made efforts

to ensure good risk behaviour is recognised as well as

ensuring appropriate consequences for risk management

failures.

Not everything went to plan. We still have too high a cost

base compared to our peers and we have yet to make the

step change in customer service we desire.

Our Net Promoter Score (NPS) measures, key indicators of

customer satisfaction, improved. The increase in Consumer

NPS was better than major bank average and therefore

achieved target. However we still have much to do and

Business NPS remains below peers and did not meet our

target ambitions.

Executive performance and remuneration outcomes

It was a year of material improvement in financial results,

strategic execution and risk management but with

disappointing progress on serving customers and cost

efficiency.

The Board therefore assessed performance under the

Group Short Term Variable Reward (STVR) Scorecard as

below target but towards the upper end of the threshold

band at 90% of target. This represents 60% of maximum

and is an improvement on last year’s result of 78% of

target or 52% of maximum.

The 2023 Group STVR Scorecard reflected our refreshed

strategy and was structured focusing on five key priority

areas: financial performance, risk management, serving

customers, strategic execution and people. Details of the

assessment are detailed in Section 4.3.

The Group STVR Scorecard result is also reflected in the

Board’s assessment of the 2023 STVR for the CEO.

Peter King’s total remuneration outcomes for 2023 are as

follows:

• Fixed remuneration increased due to the

superannuation guarantee increase on 1 July 2023.

• STVR was 90% of his target opportunity and 60% of

maximum opportunity. Of this, 50% will be paid in cash

and 50% will be deferred up to two years.

• 2020 Long Term Variable Remuneration (LTVR) did not

vest as it did not meet the relative total shareholder

return (TSR) hurdle. This is the 8th consecutive

year that the LTVR has failed to vest, reflecting the

poor TSR performance which shareholders have

experienced.

For Group Executives, STVR outcomes ranged from 60%

to 104% of target or 40% to 69% of maximum, reflecting

the differentiation of performance outcomes for their

respective divisions and individual performance.

We have applied a positive modifier to STVR Scorecard

outcomes for two Group Executives for significantly above

expectations performance for risk and compliance.

There was also one downward remuneration adjustment

for a Group Executive for a risk and compliance matter.

Refer to Sections 1 and 4 for further details of

performance and remuneration outcomes.

LETTER FROM

THE CHAIR

of the Board Remuneration

Committee

Directors’ report

10. Remuneration Report

WESTPAC GROUP 2023 ANNUAL REPORT

66

DIRECTORs’ REpORT

Organisational changes
In July 2023, Westpac announced a restructure to support the

Group's next strategic phase. The changes followed a period

of simplification and position the Company for growth.

The new executive leadership team features separate

dedicated divisions for Consumer banking (led by Jason

Yetton) and for Business banking and Wealth (led by

Anthony Miller).

An expanded Shared Services division incorporating Customer

Operations is now led by Carolyn McCann and a separate

dedicated division for Technology is led by Scott Collary.

Nell Hutton was appointed to lead Westpac Institutional

Bank from 1 October 2023.

The Specialist Businesses division was disbanded, having

largely completed its work.

Further details on executive changes are set out in Section 3.

New executive remuneration framework for 2024

With the introduction of APRA’s new Prudential Standard

CPS 511 Remuneration (CPS 511) and the refresh of our

strategy, the Board has made changes to our executive

remuneration framework in line with market developments.

The new framework is effective from 1 October 2023.

The key changes are:

• Reduction of the maximum remuneration opportunity

for the CEO and Group Executives.

• Increased LTVR deferral periods.

• Splitting the LTVR into two components: one

remains tied to relative TSR performance whilst the

new restricted rights component is subject to an

assessment of risk culture at grant and at vesting.

• Rebalancing the remuneration mix to focus on the

long term.

Our CEO and Group Executives have been on different

remuneration mixes. Our objective over time is to move

everyone to the same remuneration mix. For the year

ahead, we have aligned the pay mix of the CEO and

business roles.

We benchmarked remuneration for all roles against

market comparators and made some adjustments to fixed

remuneration as part of the move to the new executive

remuneration framework, as well as recognising role

changes as outlined above.

For the CEO, the move to the new framework has resulted in:

• Maximum remuneration opportunity reduced by 12%.

• Fixed remuneration reduced to $2.5m.

• The remuneration mix being re-weighted to the long term.

• Total target remuneration aligned to the CEOs of other

major banks which have a comparable framework.

Throughout the year, we met with a number of key

stakeholders to explain the rationale of the new framework

and seek feedback, and thank those who gave us their

time and input in that process.

We have also simplified the 2024 Group STVR Scorecard

with focus on financial and non-financial measures

targeted to the areas of greatest impact and importance

for our strategy. This includes measures to support the

implementation of our climate transition plan and the

technology transformation of the bank.

Refer to Section 2 for the Executive remuneration

framework for 2024 for further detail.

Recognising risk performance of our people

Strengthening risk culture is an ongoing priority. One of

the ways we reinforce expectations is through recognising

employees every day for living our values, using our recognition

platform Great Employee Moments (GEM). The platform

allows our employees to publicly celebrate their colleagues.

Since May 2023, our people have recognised almost

34,000 instances of positive risk management behaviour.

Managers can also recognise great customer outcomes and

risk excellence by recommending increased variable reward.

In early 2023 (based on 2022 performance), 313 employees

received increased variable reward for delivering

exceptional risk outcomes and we applied 299 downward

remuneration adjustments where our people fell short of

risk, compliance or conduct expectations.

Our people are vital to everything we do and shape the

experience of customers. We are investing to build their

capabilities and to strengthen our workplace and culture.

Refer to the 'Creating value for our people' section of the

Annual Report for further detail.

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

STRATEGIC

REVIEW

PERFORMANCE

REVIEW

FINANCIAL

STATEMENTS

SHAREHOLDER

INFORMATION67

Remuneration Report

CONTENTs

1. Snapshot of remuneration for 2023685. Remuneration governance 80

2. Executive remuneration framework for 202470

6. Further detail on executive

remuneration arrangements

81

3. Key Management Personnel747. Non-executive Director remuneration84

4. 2023 remuneration outcomes and

alignment to performance

758. Statutory remuneration details85

Facilitating share ownership by the CEO and Group Executives is important for alignment with shareholders. In addition
to the variable remuneration equity components, the minimum shareholding requirement for the CEO is equivalent to

two times fixed remuneration and for the Group Executives is one times fixed remuneration. LTVR is not included in the

calculation until the performance condition is met. Refer to Section 6 for further detail on remuneration arrangements

for 2023.

Target remuneration mix for 2023

The remuneration mix is designed with a significant proportion of variable remuneration which is at risk and based on

performance.

The graphic below sets out the approximate remuneration mix. Variations for individuals may apply from time to time

and the aggregate variable remuneration opportunity for 2023 ranged from 67% to 74%. Business roles typically lead the

revenue generating businesses. Functional roles enable the organisation.

Business roles

Chief Executive O cer

Group Executives

Functional roles

32%

26%

30%

24%

26%

30%

44%

48%

40%

Fixed remunerationSTVR targetLTVR performance rights

Our remuneration strategy is to attract and retain talented employees. We reward them for

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

and shareholders.

Promote our purpose,

values and behaviours

Align with our strategy

and create sustainable

shareholder value

Offer market competitive

and equitable pay

Reward financial

and non-financial

performance, including

customer outcomes and

risk excellence

Reinforce our risk and

conduct expectations

OUR REMUNERATION sTRATEGY AND pRINCIpLEs

OUR EXECUTIVE REMUNERATION FRAMEWORK FOR 2023

WESTPAC GROUP 2023 ANNUAL REPORT

68

DIRECTORs’ REpORT

1. Snapshot of remuneration for 2023

ComponentPurposeYear 1Year 2Year 3Year 4

FIXED REMUNERATION

100% cash (including

superannuation)

Provide market

competitive remuneration

reflecting role scope and

accountabilities.

Salary and

superannuation

SHORT TERM VARIABLE

REWARD

50% cash

50% restricted shares

Reward executives for

delivering financial and

non-financial annual

objectives.

Performance

assessed

against a

balanced

scorecard

50% restricted shares vesting

at Year 2

50% restricted shares vesting

at Year 3

LONG TERM VARIABLE

REWARD

100% performance rights

Reward executives for

creating shareholder value

over the long term.

Performance assessed against relative total shareholder return

(TSR) at Year 4

Vesting point

Grant

Performance

assessment

Performance assessment and grant

Financial performance
• Pre-provision profit (excluding Notable Items) grew year on year but failed to meet target.

NPAT (excluding Notable Items) was just below target. Growth in core businesses while

maintaining balance sheet strength with all liquidity and capital ratios above target.

• Impairments higher than prior year but lower than expected. Expenses remained high driven

by persistent inflation, wage growth and higher operational costs.


Risk management

• CORE program is tracking to plan. 51% reduction in high-rated issues, good progress in

resolving outstanding regulatory matters.

• We aim to move into a transition phase to ensure culture, practices and processes implemented

through CORE are embedded sustainably.

Serving customers

• Consumer NPS improved. Business NPS improved, but did not meet the target and still

performing below peers. Digital capabilities improving with the Westpac mobile app rated as

the #1 Australian mobile app for 2023 by Forrester, digitally active customers increasing and

service speeds improving.

Strategic execution

• Return to growth in core markets with mortgages above target and business lending at target.

Material progress on payments transformation in Westpac Institutional Bank.

• Continued progress on climate transition planning with new and updated targets covering

approximately 48% of financed emissions.

People

• Supporting strategy refresh and greater external orientation, executive team reorganised

around four key customer segments with dedicated Group Executives for each.

• Organisational health index was 75 which was flat year on year, however was achieved in

context of significant organisational change and is one point below the global top quartile.

Further detail on performance against all measures of the Group STVR Scorecard is set out in Section 4.3.

$7,368M

N pAT

11.7%

ROTE

94% CORE

activities complete

Up 12% on 2022.

Excludes Notable Items.

10.6% in 2022.

Excludes Notable Items.

in the Integrated Plan.

90%

CEO's 2023 sTVR

outcome

60% TO 104%

Group Executive

sTVR outcomes

0% LTVR vesting

outcome

as a % of target, or 60% as a %

of maximum.

Range of STVR outcomes as a % of target,

or 40% to 69% as % of maximum.

2020 LTVR vesting outcome. 8th

consecutive year that LTVR has not vested.

pERFORMANCE sNApsHOT

REMUNERATION OUTCOMEs

STRATEGIC

REVIEW

PERFORMANCE

REVIEW

FINANCIAL

STATEMENTS

SHAREHOLDER

INFORMATION69

Net profit after tax (excluding Notable Items) ($m)

CEO STVR outcome (% of maximum)

CEO STVR outcome (% of target)

0%

20%

40%

60%

80%

100%

CEO STVR outcome

0

2,000

4,000

6,000

8,000

Net profit after tax (excluding

Notable Items) ($m)

20202019202120222023

TSR over 4 years (percentile rank)

LTVR award (% vested)

0%

20%

40%

60%

80%

100%

LTVR award (% vested)

0%

40%

20%

60%

80%

100%

TSR over 4 years

20202019202120222023

Net profit after tax

(excluding Notable

Items)

CEO STVR

outcome

(% of maximum)

CEO STVR

outcome

(% of target)

TSR over 4 years

(percentile rank)

LTVR award

(% vested)

Net profit after tax (excluding Notable Items) and

CEO STVR outcome

TSR and LTVR vesting outcome

(percentile rank over the prior four year period)

STVR outcomes are aligned with our annual performance

which has varied year on year, as shown below.

LTVR outcomes are aligned with shareholder experience

over the long term, as shown below.

ThresholdStretchTarget

1. Dividend equivalent payments are payable to the extent that LTVR vests. For LTVR restricted rights, these are accrued for the performance
period and the further deferral period after the performance period, and paid at the end of the deferral period. For LTVR performance rights,

these are only accrued for the further deferral period after the performance period and paid at the end of the deferral period.

2. Executives have two years after the vesting date to exercise their rights and convert them to shares.

OBJECTIVEs OF THE NEW FRAMEWORK

KEY CHANGEs AT A GLANCE

OVERVIEW OF THE NEW FRAMEWORK FOR 2024

WESTPAC GROUP 2023 ANNUAL REPORT

70

DIRECTORs’ REpORT

ComponentPurposeYear 1Year 2Year 3Year 4Year 5Year 6

FIXED

REMUNERATION

100% cash (including

superannuation)

Provide market

competitive

remuneration

reflecting role scope

and accountabilities.

Salary and

superannuation

SHORT TERM

VARIABLE REWARD

50% cash

50% restricted

shares

Reward executives

for delivering

financial and non-

financial annual

objectives.

Performance

assessed

against a

balanced

scorecard

50% restricted shares

vesting at Year 2

50% restricted shares

vesting at Year 3

LONG TERM

VARIABLE REWARD

50% restricted

rights

1

Reward executives

for sustainable risk

culture and for

creating shareholder

value over the long

term.

Performance assessed against risk culture at grant and at Year 4

CEO: 50%

vesting² at

Year 4 and

50% at Year 5

Group

Executives:

100% vesting²

at Year 4

LONG TERM

VARIABLE REWARD

50% performance

rights

1

Reward executives

for creating

shareholder value

over the long term.

Performance assessed against relative total shareholder return

(TSR) at Year 4

CEO: 100% vesting² at Year 6

Group Executives: 100%

vesting² at Year 5

2. Executive remuneration framework for 2024

Minimum shareholding requirement for the CEO is equivalent to two times fixed remuneration and for the Group Executives is one

times fixed remuneration. LTVR is not included in the calculation until the performance conditions are met.

Create

sustainable

shareholder value

Attract

and retain

talented executives

Reinforce our

risk and

conduct expectations

Grant

Performance assessment

Pre-grant assessment

Pre-vest assessment

What:

Reduced maximum

remuneration opportunity

Introduced a new LTVR

restricted rights component

Increased LTVR

deferral periods

Reduced maximum

STVR opportunity

Why:

To offset the greater

certainty of the new

LTVR restricted rights

component

To focus on risk culture and

provide a material weight

to non-financial measures,

meeting CPS 511 requirements

To support a greater

focus on the long

term

To rebalance the

remuneration mix to

focus on the long term

Performance assessment and grant

Vesting point

New LTVR restricted rights component

Extended deferral for LTVR performance rights

A revised executive remuneration framework is effective from 1 October 2023. It is designed to align with our strategy,

market developments, investor expectations and compliance with CPS 511.

Performance periodFurther deferral period

1. The range of reductions for 2024 does not include Carolyn McCann whose remuneration mix was changed upon appointment to an expanded
role.

2. Scott Collary received a 4% increase to fixed remuneration as part of the new framework effective 1 October 2023.

3. Carolyn McCann received a 4% increase to fixed remuneration upon appointment to her new role from 1 August 2023 which did not flow

through to 2023 variable remuneration targets. Target STVR and LTVR opportunity was increased for 2024 to recognise her new role. Prior to

this, her fixed remuneration was $1,019,182. Refer to Section 3 for further detail.

4. Catherine McGrath received a 4% increase to fixed remuneration as part of the new framework and a further 4.8% increase to fixed

remuneration to align to market effective 1 October 2023.

5. Anthony Miller (formerly Chief Executive, Westpac Institutional Bank) and Jason Yetton received a 7% increase to fixed remuneration upon

appointment to their new roles from 1 August 2023 which did not flow through to 2023 variable remuneration targets. Prior to this, both

received fixed remuneration of $1,191,095. Refer to Section 3 for further detail. Nell Hutton was appointed as Chief Executive, Westpac

Institutional Bank and commenced in the role on 1 October 2023.

6. Christine Parker received a 2.5% increase to fixed remuneration increase when moving to the new framework having regard to her prior

remuneration mix and market benchmarks.

MAXIMUM REMUNERATION OppORTUNITY REDUCED BETWEEN 12% AND 19%

1

STVR

• Maximum STVR opportunity reduced

from 150% to 125% of target, or 94%

of fixed remuneration, for all roles.

• Target STVR opportunity reduced

from approx 100% to 75% of fixed

remuneration for business roles, and

maintained at 75% for functional roles.

• STVR for the CEO reduced and

LTVR increased to re-weight the

remuneration mix to the long term.

LTVR

• LTVR opportunity reduced given the

increased likelihood of vesting of the

new restricted rights component.

• LTVR opportunity reduced from

approx 180% to 140% of fixed

remuneration for Group Executives

leading business units, and from

approx 135% to 110% for functional

roles, split into two equally weighted

components.

• CEO LTVR increased to 140% of fixed

remuneration to align with Group

Executives leading business units.

STRATEGIC

REVIEW

PERFORMANCE

REVIEW

FINANCIAL

STATEMENTS

SHAREHOLDER

INFORMATION71

2024 maximum

2023 maximum

8,344

9,523

Peter King

Managing Director &

Chief Executive Officer

2,5002,3441,7501,750

2,5233,7503,250

2024 maximum

2023 maximum

4,310

5,329

Scott Collary

2

Chief Information Officer

1,2911,211904904

1,2421,8382,250

2024 maximum

2023 maximum

3,538

3,590

Carolyn McCann

3

Group Executive,

Customer & Corporate Services

9947427421,060

1,0601,1401,390

2024 maximum

2023 maximum

3,454

4,125

Catherine McGrath

4

Chief Executive Officer,

Westpac New Zealand (NZD)

1,035970725725

9501,4251,750

2024 maximum

2023 maximum

4,255

5,188

Anthony Miller

5

Chief Executive,

Business & Wealth

1,2751,195893893

1,2751,7632,150

2024 maximum

2023 maximum

3,156

3,776

Christine Parker

6

Group Executive,

Human Resources

1,039974572572

1,0141,2001,562

2024 maximum

2023 maximum

3,862

4,436

Michael Rowland

Chief Financial Officer

1,2711,192699699

1,4251,7401,271

2024 maximum

2023 maximum

4,255

5,188

Jason Yetton

5

Chief Executive, Consumer

1,2751,195893893

1,2751,7632,150

2024 maximum

2023 maximum

5,149

5,895

Ryan Zanin

Chief Risk Officer

1,6951,589932932

1,8902,3101,695

Fixed remunerationSTVR maximumLTVR restricted rightsLTVR performance rights

($000)

Fixed remuneration

• Fixed remuneration for

the CEO is reduced.

• Fixed remuneration for

the Group Executives

benchmarked and

adjustments made

where there has been

a role change or to

align to market as

footnoted below.

We reviewed the framework and determined changes to fixed remuneration, STVR and LTVR including benchmarking

against market comparators. We intend to transition to the same remuneration mix for all Group Executives over time

and our STVR Scorecard measures will continue to be differentiated for individual roles.

CEO and business role remuneration mix

Functional role remuneration mix

Pre-grant and pre-vest assessment
We are introducing the new restricted rights component to reinforce our focus on maintaining or improving Group risk

culture. We believe a great Group risk culture is a necessary foundation for a successful bank and the creation of long

term value for all of our stakeholders.

A pre-grant assessment will determine the number of restricted rights granted and a pre-vest assessment will determine

the number of rights that vest. For transparency, provided below is an overview of the approach which applies to both

assessments. The assessment will be primarily based on the collective Group risk culture assessed as part of the Board's

annual attestation to APRA required under Prudential Standard CPS 220 Risk Management, which is a multi factorial,

evidence based process. A prudential soundness gate applies. The Board will also consider if there have been any

significant risk outcomes or any serious misconduct that have not been sufficiently addressed through performance

management or STVR outcomes.

LONG TERM VARIABLE REWARD REsTRICTED RIGHTs

WESTPAC GROUP 2023 ANNUAL REPORT

72

DIRECTORs’ REpORT

Prudential

soundness

gate

Collective assessment

Group risk

culture

Collective assessment

Significant

risk outcomes

Collective or

individual assessment

Serious

misconduct

Collective or

individual assessment

ProcessOutputs

Review process leveraging the

risk culture component of the risk

management declaration, which we

provide to APRA under Prudential

Standard CPS 220 Risk Management.

The process involves:

• Data reviews, workshops and

interviews with a range of

stakeholders

• Independent review by second

line Risk function

• Board workshop

• External audit triennially

Board assessment of Group risk

culture on the scale below:

Ratings assigned:

REDSystemic weakness

AMBERWeaknesses

GREENNo weaknesses

Attestation to APRA including

the Board’s view of Group risk

culture

Has Westpac remained safe and secure, taking into account capital position

and liquidity?

Prudential soundness is measured through the common equity tier 1 (CET1) capital ratio, liquidity coverage

ratio (LCR) and the net stable funding ratio (NSFR).

Has Group risk culture maturity been maintained or improved, considering

both executive actions or inactions?

Have risk outcomes arisen that have a significant and material impact on

the Group, not sufficiently addressed elsewhere?

Has Westpac suffered from a serious misconduct issue, not sufficiently

addressed elsewhere?

1

2

3

4

Group risk culture assessment overview

Step 1: Assessment

Step 2: Consider Board discretion

Following the assessment outlined in Step 1, the Board will consider applying discretion. Considerations to guide the

application of discretion and the overall assessment include:

• The materiality of the adverse impact on Westpac’s financial position, or reputation, or customers, or shareholders, or

employees or regulatory standing.

• Whether the outcome was specific to Westpac, the banking industry or the broader market.

• The extent to which performance and reward outcomes are already impacted (e.g. through remuneration

adjustments), at a collective or individual level.

• Whether any adjustment should be made on a collective or individual basis.

Given the focus on maintaining or improving Group risk culture over the performance period, adjustments are unlikely at

the pre-grant assessment and any potential adjustment is more likely at the pre-vest assessment.

Inputs

Risk culture reporting and

surveys

Root cause analysis

Prudential attestations

Audit and assurance

findings

Regulatory reviews and

notifications

Risk management

framework maturity

assessment

Pre-grant assessment for 2024
The first pre-grant assessment for the 2024 LTVR restricted rights was undertaken in October 2023.

The Board determined that no adjustment was required and the 2024 LTVR restricted rights will be granted in full.

The prudential soundness gate was satisfied by reviewing the key capital and liquidity ratios, including CET1, LCR and

NSFR. The ratios are all above minimum prudential requirements.

Group risk culture maturity was assessed as 'Maintained' having regard to a number of inputs:

• Risk culture behaviour ratings in line with or above target state of 'Proactive', increasing from 46% in 2022 to 59% in

2023;

• There were no findings which indicated a deterioration in Group-wide risk culture arising from root cause analyses

completed for material incidents, audit and assurance findings or regulatory reviews; and

• Material compliance for 100% of Prudential Standard attestations as assessed by the Risk function.

There were no significant risk outcomes or serious misconduct issues that arose that were not sufficiently addressed

elsewhere. We have had risk, compliance and conduct matters which have arisen in parts of our business. We addressed

these through other remuneration adjustments in line with our regular review processes.

The restricted rights remain subject to the pre-vest assessment after the four year performance period ending 1 October

2027. The restricted rights also remain subject to remuneration adjustments during and after this period.

Pre-grant assessmentOutcome

Step 1: Assessment

Prudential soundness gate: Has Westpac remained safe and secure, taking into account capital position

and liquidity?

Met

Group risk culture: Has Group risk culture maturity been maintained or improved, considering both

executive actions or inactions?

Maintained

Significant risk outcomes: Have risk outcomes arisen that have a significant and material impact on the

Group, not sufficiently addressed elsewhere?

No adjustment

Serious misconduct: Has Westpac suffered from a serious misconduct issue, not sufficiently addressed

elsewhere?

No adjustment

Step 2: Consider Board discretion No adjustment

Overall pre-grant assessment Grant in full

LONG TERM VARIABLE REWARD REsTRICTED RIGHTs

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WESTPAC GROUP 2023 ANNUAL REPORT
74

DIRECTORs’ REpORT

3. Key Management Personnel

The remuneration of KMP is disclosed in this Report. Disclosures related to former KMP that ceased prior to 1 October

2022 are included in the 2022 Remuneration Report.

KMP is defined as those persons that have the 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 Executives

1

Scott Collary

2

Chief Information OfficerFull Year

Carolyn McCann

3

Group Executive, Customer & Corporate ServicesFull Year

Catherine McGrathChief Executive Officer, Westpac New ZealandFull Year

Anthony Miller

4

Chief Executive, Business & WealthFull Year

Christine ParkerGroup Executive, Human ResourcesFull Year

Michael RowlandChief Financial OfficerFull Year

Jason Yetton

5

Chief Executive, ConsumerFull Year

Ryan ZaninChief Risk OfficerFull Year

Former Group Executives

Chris de BruinChief Executive, Consumer & Business BankingCeased on 31 July 2023

Current Non-executive Directors

John McFarlaneChairmanFull Year

Tim BurroughsDirectorCommenced on 10 March 2023

Nerida CaesarDirectorFull Year

Audette Exel AODirectorFull Year

Chris LynchDirectorFull Year

Peter NashDirectorFull Year

Nora ScheinkestelDirectorFull Year

Margaret SealeDirectorFull Year

Michael Ullmer AODirectorCommenced on 3 April 2023

Former Non-executive Directors

Michael Hawker AMDirectorRetired on 15 July 2023

Peter MarriottDirector

Retired on 14 December 2022 following completion of

the 2022 Annual General Meeting

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

2. Scott Collary's role was changed from Group Executive, Customer Services & Technology to Chief Information Officer on 1 August 2023.

Scott's total target remuneration was not changed.

3. Carolyn McCann's role was changed from Group Executive, Corporate Services to Group Executive, Customer & Corporate Services on 1

August 2023. Carolyn's fixed remuneration was increased by 4% to reflect the expanded scope of role and responsibilities.

4. Anthony Miller's role was changed from Chief Executive, Westpac Institutional Bank to Chief Executive, Business & Wealth on 1 August 2023.

Anthony's fixed remuneration was increased by 7% to reflect the new responsibilities and change in role. Nell Hutton was appointed as Chief

Executive, Westpac Institutional Bank and commenced in the role on 1 October 2023. Nell was not a KMP for 2023.

5. Jason Yetton's role was changed from Chief Executive, Specialist Businesses to Chief Executive, Consumer on 1 August 2023. Jason's fixed

remuneration was increased by 7% to reflect the new responsibilities and change in role.

6. Refer to Section 6.6 for an overview of employment agreements including termination provisions. Refer to Section 8.2 for payments on

termination of employment.

Former Group ExecutivesExit arrangements

6

Chris de Bruin

Chief Executive, Consumer

& Business Banking

• Received contractual requirements in line with retrenchment.

• Unvested equity was retained.

• Eligible for 2023 STVR.

1. Refer to the 'Additional information for non-AAS financial measures' section of the Annual Report for a reconciliation of this measure.
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4. 2023 remuneration outcomes and alignment to performance

4.1. Group performance

The table below summarises variable reward outcomes and Group performance over the last five years.

Years ended 30 September

20232022202120202019

CEO STVR outcome (% of maximum)60%52%47%0%0%

CEO STVR outcome (% of target)90%78%70%0%0%

Average Group Executive STVR outcome (% of maximum)60%53%48%0%37%

Average Group Executive STVR outcome (% of target)89%79%73%0%56%

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

Net profit after tax attributable to owners of WBC ($m)7,1 9 55,6945,4582,2906,784

Net profit after tax (excluding Notable Items)¹ ($m)7,3686,5686,9535,2277,896

Return on tangible equity (ROTE) (statutory basis)11.40%9.17%8.82%3.92%12.54%

Return on tangible equity (ROTE) (excluding Notable Items)¹11.67%10.58%11.23%8.95%14.59%

TSR – four years(9.27%)(11.15%)(1.95%)(27.28%)14.44%

TSR – five years(4.05%)(13.82%)10.34%(27.87%)14.58%

Dividends per Westpac share (cents)14212511831174

Share price – high$24.50$26.44$27.12$29.81$30.05

Share price – low$20.03$18.80$16.51$13.47$23.30

Share price – close$21.15$20.64$26.00$16.84$29.64

Net profit after tax (excluding Notable Items) ($m)

CEO STVR outcome (% of maximum)

CEO STVR outcome (% of target)

0%

20%

40%

60%

80%

100%

CEO STVR outcome

0

2,000

4,000

6,000

8,000

Net profit after tax (excluding

Notable Items) ($m)

20202019202120222023

0%

20%

40%

60%

80%

100%

CEO STVR outcome

0

4%

2%

6%

10%

8%

14%

12%

ROTE (excluding

Notable Items)

20202019202120222023

ROTE (excluding Notable Items)

CEO STVR outcome (% of maximum)

CEO STVR outcome (% of target)

Net profit after tax (excluding Notable Items) and

CEO STVR outcome

ROTE (excluding Notable Items) and

CEO STVR outcome

-60%

-20%

0%

20%

40%

80%

60%

TSR

Oct 19Oct 20Oct 21Oct 22

Oct 23

Peer 1

Peer 2

Peer 3

Westpac

-40%

TSR

4.2 2020 LTVR vesting outcome

We tested the 2020 LTVR on 1 October 2023. It did not meet the performance hurdle and did not vest.

Performance

hurdle

Performance

start date Test date

Performance range

Outcome% Vested% LapsedThresholdMaximum

TSR

(100% of

award)

1 October

2019

1 October

2023

Equal to composite

TSR index

Exceeds composite

TSR index by 21.55

(i.e. 5% CAGR)

Westpac: -9.26%

Index: 15.05%

0%100%

TSR over 4 years (percentile rank)

LTVR award (% vested)

0%

20%

40%

60%

80%

100%

LTVR award (% vested)

0%

40%

20%

60%

80%

100%

TSR over 4 years

20202019202120222023

TSR and LTVR vesting outcome

(percentile rank over the prior four year period)

1. Refer to the 'Additional information for non-AAS financial measures' section of the Annual Report for a reconciliation of this measure.
2. Net profit after tax excluding Notable Items (long-term average credit loss basis) is a non-AAS measure. It is defined as net profit excluding

Notable Items whereby impairment charges for the year are adjusted to reflect long-term average loss rates.

WESTPAC GROUP 2023 ANNUAL REPORT

76

DIRECTORs’ REpORT

Key priorityMeasureOutcomeCommentary

Financial

performance

(4 0 %)

Deliver financial performance relative

to plan and peers:

• Pre provision profit (excluding

Notable Items)

1

$11,616m-5%+5%

$11,310m result was below target. Planned for 19%

increase, delivered 16% increase.

• Net profit after tax (excluding

Notable Items)

1

$7,385m-5%+5%

$7,368m result was just below target.

• Net profit after tax excluding

Notable Items (long-term average

credit loss basis)

1,2

$7,350m-5%+5%

$7,085m result was below target. Planned for 21%

increase, delivered 16% increase.

• Return on tangible equity

(excluding Notable Items)

1

11.8%-5%+5%

11.7% result was below target. Planned for 12%

increase, delivered 11% increase.

Maintain a strong balance sheet

Capital and liquidity ratios

Appropriately managed the balance sheet above

plan. CET1: 12.4%, NSFR: 115%, LCR: 134%

Risk

management

(30%)

Deliver our Customer Outcomes and

Risk Excellence (CORE) program

outcomes and critical risk priorities

TargetThresholdStretch

94% of activities completed by Westpac. Good

progress on critical risk priorities.

However, risk incidents have arisen in parts of our

business which are reflected in the outcome.

Serving

customers

(10%)

Lift customer advocacy (measured in

points relative to major bank average)

1-3

0-1

3-4

Increase in Consumer NPS at target as better than

major bank average. However, target in Business NPS

not met as increase was less than major bank average.

Improve service speed of key

products (measured in days)

7-108-12<6-8

Mortgages 1st party time to right, Mortgages 3rd

party time to right and Business lending time to

decision all improved reflecting improved service

speed.

Transform using digital and data

10%/5.35m

5%/5.2m

15%/5.5m

20% increase in year on year growth for digital

quality sales. 5.3m 30-day digitally active customers.

Strategic

execution

(10%)

Progress on target of being a zero

emission bank by 2025 and by 2030

for customers

4/35%-/25%

5/45%

7 additional 2030 sector targets set for the most

emission-intensive sectors, reaching approximately

48% of estimated financed emissions.

Profitably grow mortgages at major

bank system

0.8x0.7x0.9x

Growth was at stretch at 0.9x of major bank system

growth, however mortgage margin below target with

strong competition. Therefore, outcome at target.

Profitably grow target business

segments

1.0x0.9x1.1x

Growth was at target at 1.0x of Australian business

lending ADI system growth.

Progress on our payments strategy

including progress on the digital

platform build

Target

Threshold

Stretch


Material progress on PayTo and Corporate Cash

Management Platform releases.

People

(10%)

Build a high performance culture

above global high performing norms

76%75%77%

Organisational health index (OHI) for core banking

businesses was at threshold at 75%.

Enhance executive bench strength

and succession through targeted

development

TargetThresholdStretch

Group Executive and General Manager roles mapped

with emergency, short and long term successors.

4.3. 2023 Group STVR Scorecard

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

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

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 priority

has also been assessed in totality using the same key.

Key:

Threshold

50-99%

Stretch

101-125%

Target

100%

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Key priorityMeasureOutcomeCommentary

Financial

performance

(4 0 %)

Deliver financial performance relative

to plan and peers:

• Pre provision profit (excluding

Notable Items)

1

$11,616m-5%+5%

$11,310m result was below target. Planned for 19%

increase, delivered 16% increase.

• Net profit after tax (excluding

Notable Items)

1

$7,385m-5%+5%

$7,368m result was just below target.

• Net profit after tax excluding

Notable Items (long-term average

credit loss basis)

1,2

$7,350m-5%+5%

$7,085m result was below target. Planned for 21%

increase, delivered 16% increase.

• Return on tangible equity

(excluding Notable Items)

1

11.8%-5%+5%

11.7% result was below target. Planned for 12%

increase, delivered 11% increase.

Maintain a strong balance sheet

Capital and liquidity ratios

Appropriately managed the balance sheet above

plan. CET1: 12.4%, NSFR: 115%, LCR: 134%

Risk

management

(30%)

Deliver our Customer Outcomes and

Risk Excellence (CORE) program

outcomes and critical risk priorities

TargetThresholdStretch

94% of activities completed by Westpac. Good

progress on critical risk priorities.

However, risk incidents have arisen in parts of our

business which are reflected in the outcome.

Serving

customers

(10%)

Lift customer advocacy (measured in

points relative to major bank average)

1-3

0-1

3-4

Increase in Consumer NPS at target as better than

major bank average. However, target in Business NPS

not met as increase was less than major bank average.

Improve service speed of key

products (measured in days)

7-108-12<6-8

Mortgages 1st party time to right, Mortgages 3rd

party time to right and Business lending time to

decision all improved reflecting improved service

speed.

Transform using digital and data

10%/5.35m

5%/5.2m

15%/5.5m

20% increase in year on year growth for digital

quality sales. 5.3m 30-day digitally active customers.

Strategic

execution

(10%)

Progress on target of being a zero

emission bank by 2025 and by 2030

for customers

4/35%-/25%

5/45%

7 additional 2030 sector targets set for the most

emission-intensive sectors, reaching approximately

48% of estimated financed emissions.

Profitably grow mortgages at major

bank system

0.8x0.7x0.9x

Growth was at stretch at 0.9x of major bank system

growth, however mortgage margin below target with

strong competition. Therefore, outcome at target.

Profitably grow target business

segments

1.0x0.9x1.1x

Growth was at target at 1.0x of Australian business

lending ADI system growth.

Progress on our payments strategy

including progress on the digital

platform build

Target

Threshold

Stretch


Material progress on PayTo and Corporate Cash

Management Platform releases.

People

(10%)

Build a high performance culture

above global high performing norms

76%75%77%

Organisational health index (OHI) for core banking

businesses was at threshold at 75%.

Enhance executive bench strength

and succession through targeted

development

TargetThresholdStretch

Group Executive and General Manager roles mapped

with emergency, short and long term successors.

Performance assessment

Pre-provision profit (excluding Notable Items) improved from $9,724m to $11,310m. Under our revised reporting this reflects what used to be core

earnings excluding Notable Items. The improvement was supported by loan growth at 5% and an increase in core net interest margin from 1.75%

to 1.87% in a very competitive market, supported by good markets performance.

Expenses did not meet target due to higher and more persistent inflation and wage growth, and higher operational costs across the Group.

Actions have been implemented to reduce the number of people across the Group with benefits expected to flow into 2024. There was a 4%

reduction in full time equivalent employees.

Net profit after tax (excluding Notable Items) improved from $6,568m to $7,368m which was just below target, noting that the target was set 12%

higher than 2022. Impairments were higher than the prior year. However, reflective of the quality of credit metrics, they were $352m better than

target reflecting resilience in the customer base despite cost of living pressures and interest rate increases.

Consistent with prior years, we exclude notable items to arrive at underlying performance for remuneration purposes. The Board considers the

nature and extent of the notables and whether any adjustment should be applied to the outcome.

Return on tangible equity (excluding Notable Items) has improved from 10.6% in 2022 to 11.7% in 2023. While an improvement, returns remain at

the lower end of major bank peers.

The balance sheet strength was a priority over the year and CET1, NSFR and LCR were all above target operating ranges.

We assessed Financial performance in the threshold band.

Overall the CORE Integrated Plan is tracking to plan with 94% of total activities completed by Westpac (100% design, 100% implement, 77%

embed). End to end risk management practices have improved. This is evidenced through, for example, a 51% reduction in high-rated issues.

Employee survey results show good scores for risk-related questions; for example, 94% of our people are clear in how they are expected to

manage risks in their roles (up from 93% in 2022). However, we have had risk, compliance and conduct matters which have arisen in parts of our

business. We aim to move into a transition phase in 2024 to ensure culture, practices and processes are embedded sustainably. We will continue

to work closely with Promontory and APRA as they assess the effectiveness and sustainability of the changes we have made.

We assessed Risk management in the threshold band.

Our Consumer NPS increased over the year. We improved our ranking to 3rd against the other major banks and we met our target of increasing

just above the average increase of major banks. In Business NPS, we improved our absolute score, however we fell in our relative ranking as

competitors improved their NPS faster than us. Mobile banking NPS performed above the major bank average.

The investment in the mortgage One Bank Platform and process improvements reduced time to right for 1st party mortgages. However 3rd party

time to right varied throughout the year as we worked through customer responses to interest rate increases and the migration to the One Bank

Platform.

We continue to progress on digital and data with digital quality sales up more than 20% over the year. Our digitally active customer base

continues to grow and we delivered several new digital capabilities for customers including facial biometrics verification, our digital originations

journey and digitised service requests for Business banking.

We assessed Serving customers in the threshold band.

We progressed our commitments in line with the Net Zero Banking Alliance, operationalising existing targets across five sectors by improving

data capture and analysis, engaging with customers and building the capability to manage the targets. We also set targets and developed

pathways for seven additional sectors (noting that two sector targets were split into four industry targets and so it aligns with our stretch

objective of five targets). The new targets reach approximately 48% of financed emissions. Refer to the Climate Report for further information.

We grew Australian mortgages at 0.9x of major bank system growth which was better than target. However our mortgage margin was below

target reflecting a very competitive market. This performance is in the context of intense competition in the mortgage market. Business lending

grew at target at 1.0x of Australian business lending ADI system growth.

Key milestones delivered on our payment strategy include launching PayTo for Payers for Consumer customers which makes it easy and safe

to manage recurring and one-off payments. Materially progressed PayTo for Payers-Business and PayTo for Billers (government and large

corporates). We also delivered a release of the Corporate Cash Management Platform which will transform the offering for Westpac Institutional

Bank customers.

We assessed Strategic execution slightly above target.

We continued to build the Group's culture to support our purpose of building better futures together. The OHI result was 75% which was flat year

on year, however was achieved in the context of significant organisational change and one point below global top quartile results.

We rolled out key development programs to invest in our people, such as the digital and data capability uplift program (with 5,000 people

enrolled) and an executive leadership program (with 38 General Managers completing the program).

We assessed People at the top end of the threshold band.

Overall Group Scorecard performance assessment90% of target

60% of maximum

The STVR Scorecard has a modifier that allows the Board to take into account risk and reputation and people management considerations. The

Board determined that no further adjustment was required for the Group or the CEO. However, the Board has exercised discretion for certain

Group Executives, refer to Section 4.5 for further detail.

WESTPAC GROUP 2023 ANNUAL REPORT
78

DIRECTORs’ REpORT

4.4. Total realised remuneration¹ – Chief Executive Officer and Group Executives

The table below details the actual remuneration paid and equity that vested

2

in 2023 and 2022. It does not include

termination payments and buy out awards. This table is not prepared in accordance with Australian Accounting

Standards which differs from the disclosure in Section 8.

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

20232,507,497 1,125,000 861,964 - 4,494,461 1,878,389

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

Group Executives

Scott Collary, Chief Information Officer

3

20231,234,741 508,500 458,147 - 2,201,388 -

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

Carolyn McCann, Group Executive, Customer & Corporate Services

20231,019,918 380,000 289,602 - 1,689,520 743,801

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

Catherine McGrath, Chief Executive Officer, Westpac New Zealand

2023890,307 350,356 152,519 - 1,393,182 -

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

Anthony Miller, Chief Executive, Business & Wealth

4

20231,198,066 611,000 384,960 - 2,194,026 -

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

Christine Parker, Group Executive, Human Resources

20231,007,812 392,000 321,423 - 1,721,235 1,104,203

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

Michael Rowland, Chief Financial Officer

20231,263,779 446,500 381,624 - 2,091,903 -

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

Jason Yetton, Chief Executive, Consumer

20231,198,066 611,000 548,354 - 2,357,420 -

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

Ryan Zanin, Chief Risk Officer

5

20231,691,361 503,500 102,432 - 2,297,293 -

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

Former Group Executives

Chris de Bruin, Chief Executive, Consumer & Business Banking

6,7

20231,087,438 326,904 481,227 - 1,895,569 -

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

1. Excluding contractual requirements relating to termination as well as cash and equity relating to buy out awards.

2. Equity that vested in October 2023 is included in the 2023 figures. Equity that vested in October 2022 is included in the 2022 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 8.

3. In addition, Scott Collary had 29,209 restricted shares vest in December 2022 in relation to a buy out award.

4. In addition, Anthony Miller received deferred cash payments of $372,380 in March 2023 and had 22,149 restricted shares vest in March 2023 in

relation to a buy out award.

5. In addition, Ryan Zanin received deferred cash payments of $196,839 in March 2023, $196,839 in June 2023 and $196,839 in September 2023

in relation to a buy out award.

6. In addition, Chris de Bruin had 6,632 restricted shares vest in April 2023 in relation to a buy out award.

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

Explanation of total realised remuneration

Component Explanation

Fixed remunerationRepresents salary and superannuation paid during the financial year.

Cash STVR payments

Represents the cash portion of the STVR outcome for the financial year. This represents 50% of the

overall STVR outcome as the remaining 50% is deferred and vests in equal portions over two years.

Vesting of prior year deferred

STVR awards

Represents the portions of STVR that were deferred in prior years and vested during the financial year

and on 1 October 2023.

Vesting of prior year LTVR

awards

Represents the LTVR award that was deferred in prior years and vested during the financial year and

on 1 October 2023, if the performance conditions were met.

Total realised remunerationSum of the above components.

Prior year LTVR lapsed

Represents the LTVR awards from prior years that lapsed during the financial year, including on 1

October 2023.

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4.5. Variable reward awarded for 2023

The table below shows the variable reward awarded to the CEO and Group Executives for 2023, including:

• STVR outcomes for 2023 (including the cash and deferred equity components); and

• equity granted as 2023 LTVR in December 2022. The 2023 LTVR grants shown at face value in the table below will be

tested on 1 October 2026.

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), service conditions and remuneration

adjustments.

The value of equity differs from the disclosure in Section 8 which provides the annualised accounting value for unvested

equity awards prepared in accordance with Australian Accounting Standards.

2023 STVR award2023 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 90%60% 2,250,000 1,500,000 3,250,000

Group Executives

Scott Collary

Chief Information Officer 1,225,000 1,837,500 83%55% 1,017,000 820,500 2,250,000

Carolyn McCann

Group Executive, Customer &

Corporate Services 760,000 1,140,000 100%67% 760,000 380,000 1,390,000

Catherine McGrath

Chief Executive Officer, Westpac

New Zealand 875,891 1,313,836 80%53% 700,712 613,123 1,613,483

Anthony Miller

Chief Executive, Business & Wealth 1,175,000 1,762,500 104%69% 1,222,000 540,500 2,150,000

Christine Parker

Group Executive, Human Resources 800,000 1,200,000 98%65% 784,000 416,000 1,562,000

Michael Rowland

Chief Financial Officer 950,000 1,425,000 94%63% 893,000 532,000 1,740,000

Jason Yetton

Chief Executive, Consumer 1,175,000 1,762,500 104%69% 1,222,000 540,500 2,150,000

Ryan Zanin

Chief Risk Officer 1,260,000 1,890,000 80%53% 1,007,000 883,000 2,310,000

Former Group Executives

Chris de Bruin

3

Chief Executive, Consumer &

Business Banking 1,082,740 1,624,110 60%40% 653,808 970,301 2,400,000

Average Group Executive STVR outcome89%60%

1. This includes positive modifier adjustments applied to STVR Scorecard outcomes for two Group Executives for significantly above

expectations performance for risk and compliance. There was also one downward remuneration adjustment for a Group Executive for a risk

and compliance matter.

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 $21.00 for awards made in December 2022.

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

5. Remuneration governance
5.1. Group remuneration policy

The Group remuneration policy sets out the design and management of remuneration arrangements across Westpac.

The policy is supported by an established governance structure, plans and frameworks. The policy supports our

compliance with legal and regulatory requirements.

Remuneration strategy

Our remuneration strategy is to attract and retain talented employees. We reward them for achieving high performance and

delivering superior long term results for our customers and shareholders.

Remuneration principles

• Promote our purpose, values and behaviours;

• Align with our strategy and create sustainable shareholder value;

• Offer market competitive and equitable pay;

• Reward financial and non-financial performance, including customer outcomes and risk excellence; and

• Reinforce our risk and conduct expectations.

5.2. Group remuneration governance

Board

The Board has overall accountability for the remuneration framework and its application. As set out in the Board Charter, without

limiting its role the Board approves (following recommendation from the Board Remuneration Committee):

• the Group remuneration policy;

• the size of the annual Group variable reward pool;

• performance measures and remuneration outcomes for the CEO;

• remuneration arrangements and outcomes for accountable persons, specified roles and any other person the Board determines;

and

• equity-based plans.

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 website:

https://www.westpac.com.au/about-westpac/westpac-group/corporate-governance/constitution-board/

Board Remuneration Committee

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

monitoring of the remuneration framework. Members of the Board Remuneration Committee are independent Non-executive Directors.

The Board and the Board Remuneration Committee have free and unfettered access to internal and external personnel in carrying out

their respective duties.

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

https://www.westpac.com.au/about-westpac/westpac-group/corporate-governance/constitution-board/

Other Board CommitteesManagement remuneration oversight

The Board Remuneration Committee seeks feedback from

and considers matters raised by other Board Committees

(as appropriate) with respect to remuneration outcomes,

adjustments to remuneration in light of relevant matters

and alignment of remuneration with the risk management

framework.

Cross membership of the Board Remuneration Committee and

the Board Risk Committee also supports alignment between

risk management and remuneration.

Independent input is received from the Chief Risk Officer on

risk, compliance and conduct matters that may need to be

considered in remuneration outcomes.

The Board and the Board Remuneration Committee receive

support from internal groups and committees including, but

not limited to, the Group Remuneration Oversight Committee

and business specific remuneration oversight committees.

Remuneration consultants

The Board or the Board Remuneration Committee may engage

an independent remuneration consultant to directly provide

specialist information on remuneration for key management

personnel. The Chair of the Board Remuneration Committee

oversees the engagement and associated costs.

Use of remuneration consultants: In 2023, the Board engaged an advisor to provide specialist information on executive remuneration.

Work undertaken by the advisor included the provision of information relating to the review of the executive remuneration framework,

benchmarking of CEO and Group Executive remuneration and benchmarking of superannuation practices for Non-executive Directors.

No remuneration recommendations as prescribed under the Corporations Act 2001 (Cth) (Corporations Act) were made by Board

advisors in 2023.

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6. Further detail on executive remuneration arrangements

6.1. Fixed remuneration

The table below sets out the key design features of fixed remuneration.

Fixed remuneration

PurposeProvide market competitive remuneration reflecting role scope and accountabilities.

Opportunity and

benchmarking

Set with reference to market benchmarks in the financial services industry and large corporates in Australia as

appropriate. We also consider the size, responsibilities and complexity of the role, and the skills and experience of

the executive.

6.2. Short term variable reward

The table below sets out the key design features of the 2023 STVR.

Short term variable reward

PurposeReward executives for delivering financial and non-financial annual objectives.

Structure and delivery50% 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

(including superannuation). This ranges from 99% of fixed remuneration¹ for the CEO and between 72% and 100% of

fixed remuneration¹ for Group Executives.

The target opportunity is set considering a range of factors including market competitiveness and the nature of the

role.

Target STVR: awarded for the delivery of agreed targets for financial and non-financial measures. A reduced

outcome can be determined for threshold performance.

Maximum STVR: up to 150% of target STVR, awarded in circumstances where outcomes are achieved over and

above target.

Performance measuresSTVR awards are determined based on meeting minimum behaviour and risk management gate openers, and

performance against a scorecard designed to align with shareholder interests. The STVR Scorecard comprises three

components:

• Values and behaviours assessment: Demonstration of behaviours in line with Westpac's values of 'Helpful,

Ethical, Leading change, Performing and Simple';

• Focus areas: Performance is assessed against a balance of financial and non-financial measures that support the

effective execution of Westpac’s strategy; and

• Modifier: The modifier allows adjustment upwards or downwards (including to zero), for risk and reputation and

people management considerations and any other matters as determined by the Board.

Further information on the 2023 Group STVR Scorecard is provided in Section 4.3.

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. Deferred STVR vests in equal portions after one and two

years, subject to service conditions and adjustment.

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

investigation for adverse risk or conduct events, is the subject of or implicated in legal or regulatory proceedings, if

the Board considers it reasonable to delay vesting or if delayed vesting is otherwise required by law.

Treatment of awards on

cessation of employment

Unvested STVR lapses where the CEO or a Group Executive resigns or otherwise leaves the Group (except for the

reasons listed below) before vesting occurs unless the Board determines that some of the unvested STVR should

remain on foot.

If the CEO or a Group Executive ceases employment because of death or total and permanent disability, all

unvested STVR immediately vests unless prevented by law.

If the CEO or a Group Executive ceases employment because they retire, are retrenched or cease employment by

agreed separation, unvested STVR stays on foot subject to any reduction determined by the Board.

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, in specified circumstances including serious misconduct, if serious circumstances or

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

where required by law or prudential standards. The Board will typically apply the adjustment to unvested deferred

STVR where an adjustment to current year STVR is considered insufficient or unavailable. Clawback may also apply

to vested STVR, to the extent legally permissible and practicable.

Changes for 2024Refer to Section 2 for the 'Executive framework for 2024' for an outline of the changes to STVR.

1. Includes the increase to the superannuation guarantee rate from 10.5% to 11% effective 1 July 2023.

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6.3. Long term variable reward

The table below sets out the key design features of the 2023 LTVR awarded in December 2022.

Long term variable reward

PurposeReward executives for creating shareholder value over the long term.

Structure and deliveryLTVR is awarded in performance share rights which vest after four years subject to the achievement of performance

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

at the time of vesting with no exercise cost. Executives are not eligible to receive dividends on performance share

rights.

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

The value of LTVR is set considering a range of factors including market competitiveness and the nature of the role.

The face value of the LTVR opportunity for the CEO for 2023 is 129% of fixed remuneration

1

, and the face value of

LTVR opportunities for the Group Executives ranges between 131% and 184% of fixed remuneration

1

.

Allocation methodologyThe 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 2022 for the 2023 LTVR grant).

Performance hurdleLTVR 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. The Board retains discretion to amend the

comparator group and determine the overall vesting outcome as appropriate.

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.

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

1 October 2026.

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

Early vestingUnvested awards may vest (subject to law) before a test date if the executive is no longer employed by the Group

due to death or disability 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 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

Unvested performance share rights lapse where the CEO or a Group Executive resigns or otherwise leaves the

Group (except for the reasons listed below) before vesting occurs unless the Board determines that some of the

unvested performance share rights should remain on foot.

If the CEO or a Group Executive ceases employment because of death or total and permanent disability, all

unvested performance share rights immediately vest unless prevented by law.

If the CEO or a Group Executive ceases employment because they retire, are retrenched or cease employment by

agreed separation, unvested performance share rights stay on foot subject to any reduction determined by the

Board.

Remuneration adjustments

for prior period matters

The Board has discretion to adjust the number of performance share rights downwards, including to zero, in

specified circumstances including serious misconduct, if serious circumstances or new information come to light

which mean that in the Board’s view all or part of the award was not appropriate, or where required by law or

prudential standards. The Board will typically apply the adjustment to unvested LTVR where an adjustment to

current and deferred STVR is considered insufficient or unavailable. Clawback may also apply to vested LTVR, to the

extent legally permissible and practicable.

Changes for 2024Refer to Section 2 for the 'Executive framework for 2024' for an outline of the changes to LTVR.

Other LTVR awards

currently on footTest datePerformance hurdlesFurther detail

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

against eight comparator companies (100%)

Refer to the 2021

Annual Report

2022 LTVR award1 October 2025Relative TSR performance using a percentile ranking vesting schedule

against eight comparator companies (100%)

Refer to the 2022

Annual Report

1. Includes the increase to the superannuation guarantee rate from 10.5% to 11% effective 1 July 2023.

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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 aggregate liability for termination benefits in respect of notice periods for the CEO and Group Executives at 30 September

2023 was $11.0 million (2022: $12.0 million).

6.4. Executive minimum shareholding requirements and current compliance

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

alignment with shareholder interests.

As disclosed in the 2022 Remuneration Report, the minimum shareholding requirements were reviewed last year to

ensure that shareholder alignment is supported. The requirements effective in 2023 are outlined below.

At 30 September 2023, the CEO and Group Executives comply with or are on track to meet the requirements.

Aspect of the

requirementsDescription

Requirement levelCEO: Two times fixed remuneration including superannuation.

Group Executives: One times fixed remuneration including superannuation.

Sale restrictionsExecutives 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 periodWithin 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.

Calculation of

shareholdings

Unvested performance share rights (including LTVR) are not included in the calculation of shareholdings. Other

shareholdings are recognised. This includes:

• 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.

6.5. Hedging policy

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

arrangements for unvested awards. 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.

6.6. 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 remuneration (including superannuation contributions),

variable reward 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.

TermConditions

Duration of agreement• Ongoing until notice given by either party

Notice (by the executive or the

Group) to terminate employment

• Twelve months

1

Termination payments on

termination without cause

2

• Deferred STVR (which may be awarded on a pro rata basis for the part year served) and unvested

LTVR will be treated in accordance with the applicable equity plan rules, and will remain subject to

remuneration adjustments if the award is retained.

Termination for cause• 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 restraints• Twelve month non-compete and non-solicitation restraints

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7. Non-executive Director remuneration

7.1. Structure and policy

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 from

their own funds to align their interests with those of shareholders (refer to Section 7.3 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.

7.2. Non-executive Director remuneration in 2023

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.

For 2023, $3.3 million (73%) 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.

The members of the Nominations & Governance Committee do not receive any additional fees for their roles on that

Committee.

Base and Committee feesAnnual fee ($) (inclusive of superannuation)

Chairman850,000

Other Non-executive Directors240,000

Committee Chair fees

Board Audit Committee70,000

Board Risk Committee70,000

Board Remuneration Committee60,000

Committee membership fees

Board Audit Committee32,000

Board Risk Committee32,000

Board Remuneration Committee29,000

7.3. 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 2023, all Non-executive Directors comply with or are on track to meet the requirement.

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1. Includes base fees and Committee fees.

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 3 for further details.

4. Total fees for 2022 shown as reported in the 2022 Annual Report. The total fees for 2022 include individuals that are not KMP in 2023 and

therefore their individual remuneration is not included in the above table.

8. Statutory remuneration details

8.1. 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

2023824,177 - 8,33525,909858,421

2022884,530 - 8,29824,286917,114

Tim Burroughs

3

2023138,123 - - 14,163152,286

2022---------------------------------------------- Not a KMP in 2022 ----------------------------------------------

Nerida Caesar

2023240,392 - - 24,901265,293

2022268,054 - - 23,637291,691

Audette Exel AO

2023302,177 - - 26,020328,197

2022273,871 - - 24,064297,935

Chris Lynch

2023275,177 - - 25,846301,023

2022286,171 - - 24,111310,282

Peter Nash

2023316,177 - - 25,851342,028

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

Nora Scheinkestel

2023306,951 - - 25,076332,027

2022312,989 - - 24,192337,181

Margaret Seale

2023270,731 - - 25,452296,183

2022344,088 - - 23,987368,075

Michael Ullmer AO

3

2023134,764 - - 6,323141,087

2022---------------------------------------------- Not a KMP in 2022 ----------------------------------------------

Former Non-executive Directors

Michael Hawker AM

3

2023209,475 - - 5,725215,200

2022286,694 - - 24,039310,733

Peter Marriott

3

202364,560 - - 5,55670,116

2022387,409 - - 24,003411,412

Total fees

20233,082,704 - 8,335210,8223,301,861

2022

4

3,463,097 12,000 8,298223,8613,707,256

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8.2. 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

20232,437,773 1,125,000 30,873 - 45,67637,773982,2671,084,0595,743,421

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

Group Executives

Scott Collary, Chief Information Officer

20231,187,292 508,500 19,658 - 33,16118,593806,081631,6473,204,932

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

Carolyn McCann, Group Executive, Customer & Corporate Services

20231,014,216 380,000 5,631 - 29,92721,684329,981449,3752,230,814

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

Catherine McGrath, Chief Executive Officer, Westpac New Zealand

2023816,255 350,356 11,050 - 114,168 - - 589,9721,881,801

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

Anthony Miller, Chief Executive, Business & Wealth

20231,195,992 611,000 4,489404,71335,43221,539851,380610,1243,734,669

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

Christine Parker, Group Executive, Human Resources

2023995,877 392,000 3,306 - 30,30515,183353,590534,1362,324,397

2022957,683356,0002,806 - 29,764(12,784)281,419398,9912,013,879

Michael Rowland, Chief Financial Officer

20231,207,072 446,500 4,888 - 31,27819,038404,955494,8882,608,619

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

Jason Yetton, Chief Executive, Consumer

20231,175,407 611,000 4,489 - 35,49522,119559,508702,3923,110,410

20221,195,337527,5002,806 - 34,70917,869476,229403,1412,657,591

Ryan Zanin, Chief Risk Officer

20231,737,772 503,500 81,424594,2779,48225,453319,974429,2193,701,101

2022

814,140228,000147,076328,9252,51011,37856,39448,6841,637,107

Former Group Executives

Chris de Bruin, Chief Executive, Consumer & Business Banking

9,10,11

20231,108,467 326,904 43,4671,187,21525,936(34,292)777,0102,584,1176,018,824

20221,313,505

546,00061,374

169,09030,38319,802883,662361,3543,385,170

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1. Fixed remuneration is the total cost of cash salary, salary sacrificed benefits and an accrual for annual leave. Superannuation in excess of the

maximum contribution base that is paid as cash is also included.

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, executive life insurance as well as relocation costs 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 (which for Chris de Bruin was 12 months notice in line with contractual

requirements) 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 Anthony Miller, the cash buy out arrangement was agreed on 25 March

2021, 11% of the cash portion of the buy out was paid in 2023 and the remaining cash portions of the award are due to be paid through to

March 2025. For Ryan Zanin, the cash buy out arrangement was agreed on 30 August 2022, 56% of this award was paid in 2023 and the

remaining portions of the award are due to be paid through to December 2024.

5. Includes Group life and salary continuance insurance cover provided at no cost to the individual. 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 and Anthony Miller 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 of the equity foregone.

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

calculated using the fair value at the grant date of hurdled and unhurdled share rights granted during the period up to 30 September 2023.

Fair value is calculated using an external valuation based on the invitation opt out date. The 2023 value for Catherine McGrath includes 48%

attributed to deferred STVR awards.

8. The table includes remuneration details of individuals that are KMP for 2023, whereas the totals presented in Note 34 to the financial

statements includes former KMP who ceased as KMP in 2022. The 2022 totals for Catherine McGrath and Ryan Zanin reflect their time as a

KMP for part of the year in 2022, from November 2021 and April 2022 respectively. The percentage of total remuneration which is performance

related (i.e. cash STVR awards plus share-based payments) was: Peter King 56%, Scott Collary 61%, Carolyn McCann 52%, Catherine McGrath

50%, Anthony Miller 55%, Christine Parker 55%, Michael Rowland 52%, Jason Yetton 60%, Ryan Zanin 34% and Chris de Bruin 61%. The

percentage of total remuneration delivered in the form of options or share rights was: Peter King 19%, Scott Collary 20%, Carolyn McCann 20%,

Catherine McGrath 31%, Anthony Miller 16%, Christine Parker 23%, Michael Rowland 19%, Jason Yetton 23%, Ryan Zanin 12% and Chris de Bruin

43%.

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

10. From 1 August 2023 to 30 September 2023, Chris de Bruin acted as an advisor to the Group and received fixed remuneration of $223,014

(including superannuation). In addition, Chris was awarded his STVR outcome for the full year which included the two months that he acted as

an advisor. The pro-rated STVR outcome for the two months was $131,192. These amounts have been excluded from the table above, Section

4.4 and Section 4.5 on the basis that they do not relate to his KMP role.

11. The share-based payment values for Chris de Bruin reflect the accruals for unvested equity up to the end of each performance period. While

the full value is being accrued in 2023 for all unvested equity, the awards may or may not vest subject to the relevant performance hurdles.

Refer to Section 3 for details of Chris de Bruin's exit arrangement.

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8.3. 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

during 2023.

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 KingRestricted shares41,489 20,076 - 974,992 - -

Performance share rights154,761 - - 1,841,656 - 2,201,776

Group Executives

Scott CollaryRestricted shares22,148 39,833 - 520,478 - -

Performance share rights107,142 - - 1,274,990 - -

Carolyn McCannRestricted shares13,808 6,812 - 324,488 - -

Performance share rights66,190 - - 787,661 - 1,193,348

Catherine McGrathUnhurdled share rights14,874 - - 326,011 - -

Performance share rights77,217 - - 918,882 - -

Anthony MillerRestricted shares17,723 31,518 - 416,491 - -

Performance share rights102,380 - - 1,218,322 - -

Christine ParkerRestricted shares15,148 7,648 - 355,978 - -

Performance share rights74,380 - - 885,122 - 1,754,516

Michael RowlandRestricted shares16,787 9,680 - 394,495 - -

Performance share rights82,857 - - 985,998 - -

Jason YettonRestricted shares22,446 14,747 - 527,481 - -

Performance share rights102,380 - - 1,218,322 - -

Ryan ZaninRestricted shares9,702 - - 227,997 - -

Performance share rights110,000 - - 1,309,000 - -

Former Group Executives

Chris de Bruin

6

Restricted shares23,234 17,806 - 545,999 - -

Performance share rights114,285 - - 1,359,992 - -

1. Performance share rights granted to the CEO are approved by shareholders at the Annual General Meeting each year under ASX Listing Rule

10.14. We do not grant performance options. We award deferred STVR in the form of restricted shares (or unhurdled share rights for KMP in

New Zealand) in December each year. 2022 deferred STVR was awarded on 15 December 2022 for the CEO and Group Executives, the vesting

period commenced on 1 October 2022, 50% of the award vested on 1 October 2023 and 50% will vest on 1 October 2024 (subject to service

conditions and adjustment).

2. No hurdled share rights granted in 2018 vested in October 2022 when assessed against the relative TSR and cash ROE performance hurdles.

100% of the deferred STVR due to vest in 2023 vested at the end of the deferral period. For Scott Collary, 29,209 of the 39,833 restricted

shares that vested were in relation to a buy out award which represents 39% of the total number of shares allocated for that award and the

remaining portions of the award are due to vest through to December 2023. For Chris de Bruin, 6,632 of the 17,806 restricted shares that

vested were in relation to a buy out award which represents 11% of the total number of shares allocated for that award and the remaining

portions of the award are due to vest through to December 2023. For Anthony Miller, 22,149 of the 31,518 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 and the remaining portions of the

award are due to vest through to March 2025.

3. Vested share rights 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 closing price of a Westpac ordinary share on the date the shares were

granted ($23.50). These values, which represent the full value of the equity-based awards made to the CEO and Group Executives in 2023,

do not reconcile with the amount shown in the table in Section 8.2 which shows the amount amortised in the current year. 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 closing price 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.

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

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Fair value of LTVR per instrument

In accordance with AASB 2 Share-based Payment, the table below provides a summary of the fair value of LTVR per

instrument granted to the CEO and Group Executives in December 2022

1

. LTVR awards will only vest if performance

hurdles are achieved and service conditions are met in future years.

Award nameGranted to

Performance

hurdleGrant date

Commencement

datePerformance test dateExpiry

Fair value

per instrument

2

LTVR

CEO and Group

Executives

Relative

TSR

15 December 20221 October 20221 October 20261 October 2037$11.90

The value granted to executives for remuneration purposes differs from the fair value used for accounting purposes. At

grant, 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 6.3 for

further detail.

8.4. 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 2023

3

.

Number held at

start of the year

Changes

during the year

Number held at

end of the year

Current Non-executive Directors

John McFarlane50,000 - 50,000

Tim Burroughs

4

n/a - 67,302

Nerida Caesar13,583 - 13,583

Audette Exel AO10,898 664 11,562

Chris Lynch

5

13,090 - 13,090

Peter Nash15,360 - 15,360

Nora Scheinkestel9,709 5,165 14,874

Margaret Seale

6

26,158 - 26,158

Michael Ullmer AO

4,7

n/a - 12,570

Former Non-executive Directors

Michael Hawker AM

4

34,034 - n/a

Peter Marriott

4,8

40,311 - n/a

1. These grants have a commencement date of 1 October 2022, a performance test date of 1 October 2026 and an expiry date of 1 October 2037.

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

5. In addition to holding ordinary shares, Chris Lynch and his related parties held interests in 1,137 Westpac Capital Notes 5 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. In addition to holding ordinary shares, Michael Ullmer AO and his related parties held interests in 800 Westpac Capital Notes 5, 1,000 Westpac

Capital Notes 6, 300 Westpac Capital Notes 9, and 1,000 Westpac Subordinated Notes at year end.

8. In addition to holding ordinary shares, Peter Marriott and his related parties held interests in 563 Westpac Capital Notes 2.

WESTPAC GROUP 2023 ANNUAL REPORT
90

DIRECTORs’ REpORT

8.5. 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 2023

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 shares172,038 41,489 - - - 213,527 -

Performance share rights507,969 154,761 - (92,086)- 570,644 -

Group Executives

Scott CollaryOrdinary shares96,335 22,148 - - (39,833)78,650 -

Performance share rights208,814 107,142 - - - 315,956 -

Carolyn McCannOrdinary shares80,798 13,808 - - - 94,606 -

Performance share rights213,994 66,190 - (49,910)- 230,274 -

Catherine McGrathOrdinary shares- - - - - - -

Unhurdled share rights- 14,874 - - - 14,874 -

Performance share rights56,266 77,217 - - - 133,483 -

Anthony MillerOrdinary shares142,033 17,723 - - - 159,756 -

Performance share rights204,772 102,380 - - - 307,152 -

Christine ParkerOrdinary shares40,253 15,148 - - (2,000)53,401 -

Performance share rights278,248 74,380 - (73,380)- 279,248 -

Michael RowlandOrdinary shares19,359 16,787 - - (9,680)26,466 -

Performance share rights167,623 82,857 - - - 250,480 -

Jason YettonOrdinary shares29,493 22,446 - - - 51,939 -

Performance share rights264,481 102,380 - - - 366,861 -

Ryan ZaninOrdinary shares- 9,702 - - - 9,702 -

Performance share rights

40,934

110,000

- - - 150,934 -

Former Group Executives

Chris de Bruin

3

Ordinary shares83,393 23,234 - - - n/an/a

Performance share rights194,756 114,285 - - - n/an/a

1. The highest number of shares held by an individual in the table is 0.0061% of total Westpac ordinary shares outstanding as at 30 September

2023.

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 3 for further details.

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8.6. Loans to Non-executive Directors and Executive Key Management Personnel

Financial instrument transactions are provided in the ordinary course of business. These transactions are at arm's-length

on terms and conditions as they apply to all employees.

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 year¹

$

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 Directors7,136,750 241,136 - 4,507,501 4

CEO and Group Executives14,001,551500,678-15,925,7896

Total21,138,301741,814-20,433,29010

The table below details KMP (including their related parties) with loans above $100,000 during 2023.

Balance at start of

the year¹

$

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 McFarlane3,283,970 70,148 - - 3,355,291

Chris Lynch 2,832,121 68,679 - 1,522,238 2,832,516

Peter Nash 400,217 77,252 - 2,364,821 2,582,443

Margaret Seale620,442 25,057 - 620,442 622,776

CEO and Group Executives

Peter King1,158,00025,959- 1,158,0001,162,000

Scott Collary2,393,11055,757- 2,294,9582,393,110

Carolyn McCann580,14681,729- 3,390,5033,449,407

Anthony Miller2,468,2365,052- 2,273,0832,468,236

Christine Parker5,458,059239,419- 5,434,2455,506,803

Jason Yetton 1,944,00092,762- 1,375,0001,944,000

1. Balances at the start of the year have been revised for an updated balance to a loan amount during the reporting period.

WESTPAC GROUP 2023 ANNUAL REPORT
92

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

2023, 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


5 November 2023

93
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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 2023 and

2022 financial years are set out in Note 33 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 $8.7 million in total (2022: $9.3 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 2023 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 2023, 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

5 November 2023 5 November 2023

WESTPAC GROUP 2023 ANNUAL REPORT
94

InformatIon on Westpac

Significant developments

Westpac significant developments - Australia

Changes to Board of Directors

On 14 December 2022, John McFarlane, Chairman of the

Board, announced his intention to retire in December 2023

at the conclusion of the 2023 AGM. On 16 October 2023,

Westpac announced the appointment of Steven Gregg

as Non-executive Director and Chaiman-elect effective

7 November 2023. Mr Gregg will succeed Mr McFarlane as

Chairman of the Board at the conclusion of the AGM on

14 December 2023.

On 15 July 2023, independent Non-executive Director

Michael Hawker AM retired from the Board. On

24 October 2023, Westpac announced that independent

Non-executive Director Chris Lynch will retire from the

Board at the conclusion of the AGM on 14 December 2023.

Changes to structure and executive team

In July 2023, we announced changes to the Group’s

operating structure and executive team to support the

Group’s next strategic phase and position the company for

growth. The restructure involved separating Consumer &

Business Banking, integrating remaining core businesses

of the Specialist Business division into a new Business

and Wealth division, establishing a stand-alone function

to accelerate Technology simplification and moving

Operations to Corporate Services thereby creating an

expanded shared services platform.

Accordingly, the following Executive Team portfolio

changes were confirmed: Jason Yetton as Chief Executive,

Consumer; Anthony Miller as Chief Executive, Business

and Wealth; Scott Collary as Chief Information Officer

and Carolyn McCann as Group Executive, Customer &

Corporate Services; and the appointment of Nell Hutton

as Chief Executive, Westpac Institutional Bank (from 1

October 2023).

The organisational changes took effect on 1 August 2023

(unless otherwise stated) and will be reflected in the 2024

financial results.

Since the formation of the Specialist Business division in

May 2020, Westpac has completed 10 divestments with

the final transaction, being the transition of the Private

Portfolio Management business to Mercer (Australia) Ltd,

completing on 1 October 2023. During the year, the Group

announced that it would retain its Platforms business.

Westpac has also decided to retain its businesses in PNG

and Fiji. As we continue embedding the new operating

structure we are exploring strategic options for our

RAMS business.

On-market buy-back

On 6 November 2023, Westpac announced its intention

to undertake an on-market share buy-back of up to $1.5bn

of Westpac shares. Westpac reserves the right to vary,

suspend or terminate the buy-back at any time.

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, as at 30

September 2023, the Independent Reviewer has assessed

88% of the activities in the Integrated Plan as complete

and effective. Following the completion of the Integrated

Plan by Westpac, expected by 31st December 2023 (to

be subsequently assessed by the Independent Reviewer),

Westpac will continue to focus on sustainability and

effectiveness of the uplift delivered by the Integrated Plan

through a 12 month transition phase with assurance by

Promontory Australia.

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 eleven reports to APRA so far.

These reports are published on our website every six

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

media/core/ with the latest reports released on 6

November 2023.

Risk management

We are continuing to invest in strengthening our end-

to-end management of risk, and our focus is to ensure

changes are sustainable and enduring. A range of

shortcomings and areas for improvement in our risk

governance have been highlighted in reviews concluded

in prior years. These include embedding our risk

management framework, policies, systems, data quality

and management, product governance, prudential

compliance management, reporting to regulators and

our risk capabilities. Further information about our risk

management is set out in the ‘Risk Management’ section in

this Annual Report

APRA releases final Prudential Standard CPS190

Recovery and Exit Planning

On 1 December 2022, APRA released the final version

of the Prudential Standard CPS 190 Recovery and

Exit Planning (CPS 190) which will come into effect

from 1 January 2024 for banks and insurers, and from

1 January 2025 for Registrable Superannuation Entity

licensees. CPS 190 will require these entities to develop

and maintain a recovery and exit plan, and capabilities to

anticipate, manage and respond to periods of stress.

APRA releases final Prudential Standard CPS230

Operational Risk Management

On 17 July 2023, APRA released the final version of

the Prudential Standard CPS 230 Operational Risk

Management which will come into effect from 1 July

2025. CPS 230 brings new and enhanced requirements

for our operational risk management, service provider

management and business continuity planning.

Information on Westpac

95
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Financial crime

We continue to make progress on improving our financial

crime risk management, as we implement a significant

multi-year program of work (including AML/CTF,

Sanctions, Anti-Bribery and Corruption, the US Foreign

Account Tax Compliance Act (FATCA) and Common

Reporting Standard (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 areas

of potential non-compliance have been, and may be

identified, and we continue to liaise with AUSTRAC and

the ATO and local regulators in jurisdictions outside

Australia, as appropriate including to remediate adverse

findings and adopt recommendations from regulators.

We continue to prioritise strengthening our AML/CTF

program, including our transaction monitoring program.

Details about the consequences of failing to comply with

financial crime obligations are set out in the ‘Risk factors’

section in this Annual Report.

Scams

The National Anti-Scam Centre launched on 1 July 2023 to

coordinate scam disruption and prevention activity across

industry sectors and government.

On 3 August 2023, the ACCC granted an interim

authorisation for Australian Banking Association Ltd and

its members to discuss and develop an industry standard

to prevent, detect and disrupt scams affecting individual

and small business customers.

APRA capital requirements

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 (this

overlay has applied since 30 September 2019); and

• $500 million in response to the magnitude and nature

of issues that were the subject of the AUSTRAC

proceedings (this overlay has applied since

31 December 2019).

These overlays have been applied through an increase

in risk weighted assets (RWA). The impact on our

Level 2 common equity Tier 1 (CET1) capital ratio at

30 September 2023 was a reduction of 35 basis points.

Additional loss absorbing capacity

On 2 December 2021, APRA announced a requirement

for domestic systemically important banks (D-SIBs),

including Westpac, to increase total capital requirements

by 4.5 percentage points of RWA to meet additional loss

absorbing capacity. This includes an interim total capital

requirement of 16.75% from 1 January 2024 and a final

total capital requirement from 1 January 2026 of 18.25%.

The increase in total capital is expected to be met through

additional Tier 2 capital.

APRA Consultation: Enhancing Bank Resilience-

Additional Tier 1 Capital in Australia

On 21 September 2023, APRA released a discussion paper

seeking feedback on potential policy options aimed at

improving the effectiveness of Additional Tier 1 (AT1)

capital instruments and ensuring that such instruments are

operating as intended. APRA has identified potential areas of

concern or challenges with how AT1 capital instruments have

performed or could perform in times of stress, reflecting

on significant challenges internationally in using AT1 capital

instruments to absorb losses. APRA is seeking feedback on

the range of potential policy options outlined ahead of a

formal consultation in 2024 on any proposed amendments

to prudential standards.

APRA Consultation: Interest Rate Risk in the Banking Book

In November 2022, APRA released a consultation paper

on changes to the calculation of interest rate risk in

the banking book (IRRBB). The consultation closed

in March 2023, and we are awaiting APRA’s response.

The changes to the calculation of IRRBB are currently

expected to come into effect in 2025.

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. One review

related to risk governance, and the other related to

liquidity risk management and culture. These reviews only

applied to WNZL and not to Westpac in Australia nor its

New Zealand branch.

Both reviews were completed during 2021 and 2022, and

work arising from the reviews has been delivered to the

satisfaction of the WNZL Board.

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%. The

RBNZ subsequently reduced the overlay quantum to

approximately 7% from 15 August 2022; and removed the

remaining overlay from 15 September 2023.

WESTPAC GROUP 2023 ANNUAL REPORT
96

InformatIon on Westpac

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 (consultation closed 16 November

2022), outlining its preferred approach to the regulation of

overseas bank 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 consolidated 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.

Westpac’s New Zealand branch currently provides

financial markets, trade finance and international payment

products and services to customers referred by WNZL.

Final policy decisions are expected to be announced by

the RBNZ in the last quarter of 2023.

Deposit Takers Act

The Deposit Takers Act 2023 (NZ) received Royal Assent

on 6 July 2023. The Act creates a single regulatory regime

for banks and non-bank deposit takers in New Zealand

and will 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. Initial implementation of the depositor

compensation scheme is expected in late 2024, with the

remainder of the Act to be implemented following the

development of secondary legislation.

General regulatory changes affecting our businesses

Cyber security

Regulators have continued their focus on cyber security,

given the increasing number of high profile cyber-related

incidents. APRA is seeking to ensure that regulated

entities improve their cyber security practices and

has been focusing on the effective implementation of

Prudential Standard CPS 234 Information Security. ASIC

has similarly indicated a focus on improving cybersecurity

at the companies it regulates. We will continue to engage

with regulators and the government more broadly as it

relates to cyber-related regulation, legislation and policy

(including the 2023-2030 Australian Cyber Security

Strategy). We continue to work on enhancing our systems

and processes to mitigate cyber security risks, including

in relation to third parties, and to respond to changes in

regulation.

Reforms to the Privacy Act

On 28 September 2023, the Australian Government

released its response to the Privacy Act Review Report

(Report). The Government ‘agrees’ or ‘agrees-in-principle’

with most of the proposed reforms in the Report,

including:

• the creation of a direct right of action to permit

individuals to apply to the courts for remedies for

breaches of the Privacy Act, and introduction of a

statutory tort for serious invasions of privacy;

• the creation of new statutory rights for individuals with

respect to the handling of their personal information

by entities, including the right for individuals to request

meaningful information about how substantially

automated decisions with legal or similarly significant

effect are made; and

• new enforcement powers for the Australian Information

Commissioner and the introduction of new low-level

and mid-tier civil penalties for privacy breaches.

The Attorney-General’s Department will conduct an

impact analysis and work with stakeholders to inform the

development of legislation and guidance material in this

term of Parliament for the ‘agreed’ proposals.

Litigation and regulatory proceedings

Our entities are parties to legal proceedings from time to

time arising from the conduct of our business. Material

legal proceedings are described below and as required in

Note 25 to the financial statements in this Annual Report.

Regulatory proceedings

Information on ASIC’s civil proceedings against Westpac

relating to:

• interest rate hedging activity in connection with to the

2016 Ausgrid privatisation transaction; and

• system and operational failures concerning applications

for hardship assistance between 2015 and 2023,

are set out in Note 25 to the financial statements in this

Annual Report.

Class actions

Information relating to class actions (including settled

class actions and potential class actions) is set out in

Note 25 to the financial statements in this Annual Report.

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READING THIS REPORT

GROUP PERFORMANCE

Performance summary

Key financial information

Impact of Notable Items

Review of earnings

Credit quality

Balance sheet and funding

Capital and dividends

SEGMENT REPORTING

RISK FACTORS

SUSTAINABILITY GOVERNANCE

Overview of sustainability governance and oversight structure

TCFD Index

OTHER WESTPAC BUSINESS INFORMATION

WESTPAC GROUP 2023 ANNUAL REPORT
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Reading this report

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 attack events

• the effect of, and changes in, laws, regulations, regulatory policy, taxation or accounting standards or practices, and

government and central bank monetary policies, particularly changes to liquidity, leverage and capital requirements

• regulatory investigations, reviews (including industry 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 framework, policies, processes, systems and

employees

• the reliability and security of Westpac’s technology and risks associated with changes to technology systems

• changes to the external business environment, including geopolitical, social or environmental risks, events or other

changes in countries in which Westpac or its customers or counterparties operate

• climate-related risks (including physical and transition risks) that may arise from changing climate patterns, and

risks associated with the transition to a lower carbon economy (including Westpac’s ambition to become a net-zero,

climate resilient bank) or other sustainability factors such as human rights and natural capital

• the failure to comply with financial crime obligations (including anti-money laundering and counter-terrorism

financing laws, anti-bribery and corruption laws, sanctions laws and tax transparency laws), which has had, and could

further have, adverse effects on our business and reputation

• internal and external events which may adversely impact our reputation

• litigation and other legal proceedings and regulator investigations and enforcement actions (including the liability of

Westpac to pay significant monetary settlements and legal costs in order to resolve a dispute)

• market volatility and disruptions, including uncertain conditions in funding, equity and asset markets and any losses

or business impacts we or our customers or counterparties may experience

• the incidence of inadequate capital levels under stressed conditions

• changes in economic conditions, consumer or business 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 market competition and competition regulatory policy impacting 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

• failure to recruit and retain key executives, employees and Directors

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• 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.

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 relying on information in this Annual Report 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 ESG topics, including

but not limited to climate change, net zero, climate resilience, natural capital, emissions intensity, human rights 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 by Westpac 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 2023

and 30 September 2022 and income statements, statements of comprehensive income, changes in equity and cash flows

for each of the years ended 30 September 2023, 2022 and 2021 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 2023 is referred to as 2023 and other financial years are referred to in a corresponding manner.

All dollar values in this report are in Australian dollars unless otherwise noted or the context otherwise requires,

references to ‘dollars’, ‘dollar amounts’, ‘$’, ‘AUD’ or ‘A$’ are to Australian dollars.

Any discrepancies between totals and sums of components in tables contained in this Annual Report are due

to rounding. Percentage (%) movements are shown as % unless otherwise stated to all the tables in this document and

represent the percentage change between 2023 and 2022.

Information on terms, acronyms and calculations used in this report are provided in the Glossary within

Section 4: Shareholder Information of the document.

Selected consolidated financial and operating data

We have derived the following selected financial information, as of, and for the financial years ended,

30 September 2023, 2022 and 2021 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.

WESTPAC GROUP 2023 ANNUAL REPORT
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Non-AAS financial measures

The Group’s statutory results are prepared in accordance with AAS and are also compliant with IFRS.

In assessing the Group’s performance and that of our operating segments we use a number of financial measures,

including amounts, measures and ratios that are presented on a non-AAS basis, as described below.

Non-AAS financial measures and ratios do not have standardised meanings under AAS. As such they are unlikely to be

directly comparable to similar measures presented by other companies and should not be viewed in isolation from, or as

a substitute for, the AAS results.

Our non-AAS measures fall within the following categories:

Measure/ratio

Description

Further

information

Performance measures

excluding the impact of

Notable Items, businesses

sold and/or held-for-sale

profit

The net interest income, non-interest income, operating expenses and

segment reporting sections of this report include performance measures

that exclude Notable Items, businesses sold and/or held-for-sale profit.

Notable Items are items that management believes are not reflective of

the Group’s ongoing business performance.

Businesses sold reflect the contribution to the Group’s results in the

period of businesses sold prior to their sale. It also includes any gains/

losses related to their sale but excludes items that have been identified as

Notable Items.

Held-for-sale profit reflects the contribution to the Group’s results in

the period of businesses that are held-for-sale. For the period ending

30 September 2023 there were no businesses held-for-sale and therefore

no held-for-sale profit.

Performance measures which are adjusted for one or more of these items

include:

• Net interest income

• Non-interest income (including net fee income, net wealth

management and insurance income, trading income and other income)

• Operating expenses (including staff expenses, occupancy expenses,

technology expenses and other expenses)

• Pre-provision profit

• Net profit

• Return on tangible ordinary equity

Management considers this information useful as these measures provide a

view that reflects the Group’s ongoing business performance.

Sections 1,

2.3, 2.4.1,

2.4.6, 2.4.7,

2.8, and 4.14

Pre-provision profitPre-provision profit is net profit/(loss) excluding credit impairment

(charges)/benefits and income tax (expense)/benefit.

This is calculated as net interest income plus non-interest income less

operating expenses. This includes (charges)/benefits relating to provisions

and impairment other than from expected credit losses.

Management considers this information useful as this measure provides

readers with a view of the impact of the operating performance of the Group.

Section 1,

2.8, and 4.14

Core net interest income

and Core NIM

Core net interest income is calculated as net interest income excluding

Notable Items, and Treasury and Markets net interest income.

Core NIM is calculated as Core net interest income (annualised where

applicable) divided by average interest earning assets.

Management considers this information useful as this measure provides a

view of the underlying performance of the Group’s net interest margin for

lending, deposit and funding.

Sections 1,

2.2. and 2.4.1

Dividend payout ratio

(excluding Notable Items)

Calculated as ordinary dividend paid/declared on issued shares (net of

Treasury shares) divided by the net profit attributable to owners of WBC

excluding Notable Items.

Management considers this information useful as this measure provides

a view of the dividend payout ratio based on the ongoing business

performance of the Group.

Section 1

and 4.14

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Measure/ratioDescription

Further

information

Expense to income ratio

(excluding Notable Items)

Calculated as operating expenses excluding Notable Items divided by net

operating income excluding Notable Items.

Management considers this information useful as this measure provides a

view of the efficiency of the ongoing business performance of the Group.

Sections 1,

2.2, 2.4.7,

and 4.14

Average tangible ordinary

equity and Return on

average tangible ordinary

equity (ROTE)

Average tangible ordinary equity is calculated as average ordinary equity

less average goodwill and other intangible assets (excluding capitalised

software).

Return on average tangible ordinary equity is calculated as net profit

attributable to owners of WBC (annualised where applicable) divided by

average tangible ordinary equity.

Management considers this information useful as these measures are

commonly used internally as well as by investors, analysts and others in

assessing the Group’s use of equity.

Sections 1,

2.2, and 4.14

In addition to the above non-AAS measures, the Remuneration Report (in Section 1) refers to a non-AAS measure used

in the 2023 Group STVR Scorecard. The non-AAS measure is Net profit after tax excluding Notable Items (long-term

average credit loss basis) which is defined as net profit excluding Notable Items whereby impairment charges for the

year are adjusted to reflect long-term average loss rates. A reconciliation of this measure is provided in Section 4.14.

Presentation changes

In 2022 and earlier reporting periods, the Group reported a non-AAS financial measure of profit referred to as “cash

earnings” as well as reporting “Notable Items” and a further non-AAS profit measure excluding these Notable Items in

both external and internal reporting.

In 2023, the Group ceased reporting cash earnings and cash earnings excluding Notable Items and will use net profit

attributable to owners of WBC (net profit) as the Group’s key measure of financial performance. Comparatives have

been revised accordingly.

To assist in explaining the Group’s financial performance, the Group reports Notable Items which represent certain items

that management believe are not reflective of the Group’s ongoing business performance.

Cash earnings adjustments to net profit in prior periods included:

• Fair value (gain)/loss on economic hedges (which do not qualify for hedge accounting under AAS) which may create

a material timing difference on reported results but do not affect the Group’s earnings over the life of the hedge; and

• The net ineffectiveness on qualifying hedges arises from the fair value movement in these hedges which reverses over

time and therefore does not affect the Group’s profits over time.

These items are now reported as Notable Items and comparatives have been revised accordingly. Notable Items are

explained further in Section 2.3.

Cash earnings adjustments which reclassified amounts between individual line items but did not impact net cash

earnings ceased in 2023 and comparatives have been revised.

The Group will not report an adjusted measure of profit excluding Notable Items.

Only Section 3, Financial Statements is audited

PricewaterhouseCoopers has audited the financial statements and accompanying notes contained within

Section 3: Financial Statements of this Annual Report and has issued an unmodified audit report. All other sections of

the Annual Report have not been subject to audit by PricewaterhouseCoopers. The financial information contained in

this Annual Report includes information extracted from the audited financial statements together with information that

has not been audited.

References to websites

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

Annual Report unless we specifically state that it is incorporated by reference and forms part of this Annual Report. All

references in this Annual Report to websites are inactive textual references and are for information only.

WESTPAC GROUP 2023 ANNUAL REPORT
102

Group performance

2.1 Performance summary

$m202320222021

% Mov’t

2023

- 2022

Net interest income 18,317 17,161 16,858 7

Non-interest income 3,328 2,445 4,364 36

Net operating income 21,645 19,606 21,222 10

Operating expenses(10,692)(10,802)(13,311)(1)

Pre-provision profit 10,953 8,804 7,911 24

Impairment (charges)/benefits(648)(335) 590 93

Profit before income tax expense 10,305 8,469 8,501 22

Income tax expense(3,104)(2,770)(3,038) 12

Profit after income tax expense 7,201 5,699 5,463 26

Profit attributable to non-controlling interests (NCI)(6)(5)(5) 20

Net profit attributable to owners of WBC 7,195 5,694 5,458 26

Notable Items (post tax)(173)(874)(1,495) (80)

Effective tax rate 30.12% 32.71% 35.74%(259 bps)

2.2 Key financial information

1

202320222021

% Mov’t

2023

- 2022

Shareholder value

Basic earnings per ordinary share (cents) 205.3 159.9 149.4 28

Diluted earnings per ordinary share (cents) 195.2 152.4 137.8 28

Weighted average ordinary shares (millions) 3,502 3,559 3,653 (2)

Fully franked dividends per ordinary share (cents)142 125 118 14

Dividend payout ratio

2

69.20% 76.79% 79.25%large

Return on average ordinary equity 10.09% 8.10% 7.70% 199 bps

Return on average tangible ordinary equity 11.40% 9.17% 8.82% 223 bps

Average ordinary equity ($m) 71,229 70,268 70,849 1

Average tangible ordinary equity ($m) 63,117 62,078 61,900 2

Average total equity ($m) 71,274 70,323 70,899 1

Net tangible asset per ordinary share ($) 17.58 17.18 16.90 2

Business performance

Group NIM 1.95% 1.93% 2.06% 2 bps

Core NIM 1.87% 1.75% 1.91% 12 bps

Treasury & markets impact on NIM 0.09% 0.12% 0.12%(3 bps)

Notable Items impact on NIM(0.01%) 0.06% 0.03%large

Average interest-earning assets ($m) 941,376 886,971 819,456 6

Return on average assets (%) 0.70% 0.58% 0.60% 12 bps

Expense to income ratio (%) 49.40% 55.10% 62.72%large

Expense to income ratio (ex Notable Items) (%) 47.50% 51.15% 53.67%(365 bps)

Full time equivalent employees (FTE) 36,146 37,476 40,143 (4)

Revenue per FTE ($’000’s) 577 508 549 14

1. Further information on Non-AAS financial measures included in this table are provided in the "Reading this Report" and Section 4.14.

2. Excludes the dividend component of the off-market share buy-back in 2022.

Group performance

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2.2 Key financial information (continued)

202320222021

% Mov’t

2023

- 2022

Capital, funding and liquidity

Level 2 common equity Tier 1 capital ratio:

- Australian Prudential Regulation Authority (APRA) 12.38% 11.29% 12.32% 109 bps

- Internationally comparable 18.73% 17.57% 18.17% 116 bps

Credit RWA ($m) 339,758 362,098 357,295 (6)

Total risk weighted assets (RWA) ($m) 451,418 477,620 436,650 (5)

LCR

1

134% 132% 129% 201 bps

NSFR

1

115% 121% 125%large

Deposit to loan ratio 82.89% 82.85% 81.64% 4 bps

Credit quality and impairment charges

1

Gross impaired exposures to gross loans 0.17% 0.20% 0.30%(3 bps)

Gross impaired exposures provisions to gross impaired exposures 43.47% 47.95% 54.44%large

Collectively assessed provisions to credit RWA 135 bps 116 bps 117 bps 19 bps

Total provisions to credit RWA 145 bps 128 bps 140 bps 17 bps

Total committed exposure (TCE) ($bn) 1,218 1,186 1,125 3

Total stressed exposures as a % of TCE

2

1.26% 1.07% 1.36% 19 bps

Mortgages 90+ day delinquencies 0.81% 0.69% 0.99% 12 bps

Other consumer loans 90+ day delinquencies 1.28% 1.56% 1.75%(28 bps)

Impairment charges/(benefits) to average loans 9 bps 5 bps(8 bps) 4 bps

Balance sheet ($m)

Loans 773,254 739,647 709,784 5

Total assets 1,029,774 1,014,198 935,877 2

Customer deposits 640,951 612,834 580,317 5

1. Includes balances presented as held for sale.

2. Westpac applied amendments to APS 220 Credit Risk Management in relation to the definition of non-performing loans. As a result, the

ratio at 30 September 2023 is not directly comparable to past periods. On adoption of the new definition, the impact to the ratio was a 4bps

increase, largely due to changes relating to an extension of the period over which exposures remain classified as non-performing before

potential reclassification to performing.

WESTPAC GROUP 2023 ANNUAL REPORT
104

Group performance

2.3 Impact of Notable Items

As noted in the Presentation changes section of this Annual Report, the Group has simplified its financial reporting in

2023 and is no longer reporting the non-AAS profit measures of cash earnings and cash earnings excluding Notable

Items. Net profit after tax has been adopted as the key performance measure for the Group and its segments for internal

reporting to key decision makers. Consistent with that change, cash earnings and cash earnings excluding Notable Items

will no longer be reported in the Group’s Financial Reports. To assist in explaining the Group’s financial performance, the

Group will continue to report Notable Items which represent certain items that are not considered to be reflective of the

Group’s ordinary operations.

Notable Items broadly fall into the following categories:

• Hedging items, which include:

–Unrealised fair value gains/losses on economic hedges that do not qualify for hedge accounting

–Net ineffectiveness on qualifying hedges

• Large items that are not reflective of the Group’s ordinary operations. In individual reporting periods such items may

include:

–Provisions for remediation, litigation, fines and penalties

–The impact of asset sales and revaluations

–The write-down of assets (including goodwill and capitalised software)

–Restructuring costs

In determining dividends, the impact of Notable Items is typically excluded.

Notable Items reduced net profit after tax in 2023 by $173 million (2022: $874 million; 2021: $1,495 million).

Details of Notable Items (post tax) impacting on 2023 result are presented below:

Category

Net profit

impact 2023Detail (pre-tax)

The impact of asset sales and

revaluations

$256m

benefit

• Gain on the sale of Advance Asset Management Limited (AAML) of $243 million. This

also includes a tax refund related to transaction and separation costs.

Provision for remediation, litigation,

fines and penalties

$176m

reduction

• Net operating income - $103m

–Decrease in revenue due to additional repayments to institutional, business and

superannuation customers.

• Expenses - $132m

–An increase in provisions for costs associated with customer remediation

programs, regulatory investigations and litigation of $90m.

–Estimated costs for the one-off levy for the Commonwealth’s Compensation

Scheme of Last Resort of $42m.

Restructuring costs $140m

reduction

• Costs associated with accelerating organisation simplification and the discontinuance

of specialist businesses.

The write-down of assets $87m

reduction

• The write-down of property assets and costs related to the reduction in corporate

office space and accelerated consolidation of branches.

Hedging items$26m

reduction

• The unrealised fair value gains/losses on economic hedges of accrual accounted term

funding transactions for the period and the net ineffectiveness on qualifying hedges.

There is no impact to the Group’s profit over time as the hedges reverse.

Total Notable Items$173m

reduction

For detailed explanations of comparatives for 2022 and 2021, refer to the Annual Reports and Full Year Financial Results

Announcements for 2022 and 2021 respectively.

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$m

Economic

hedges

Hedge

ineffectiveness

Provisions for

remediation,

litigation,

fines and

penalties

Asset

sales and

revaluations

The write-

down of

assets

Restructuring

costsTotal

2023

Net interest income(113) 94 (78)- - - (97)

Non-interest income(18)- (25) 243 - - 200

Net operating income(131) 94 (103) 243 - - 103

Operating expenses- - (132)- (126)(202)(460)

Pre-provision profit(131) 94 (235) 243 (126)(202)(357)

Income tax (expense)/benefit and NCI 39 (28) 59 13 39 62 184

Net profit/(loss)(92) 66 (176) 256 (87)(140)(173)

2022

Net interest income 633 (77)(1)- - - 555

Non-interest income 39 - (52)(841)- - (854)

Net operating income 672 (77)(53)(841)- - (299)

Operating expenses- - (126)(144)(351)- (621)

Pre-provision profit 672 (77)(179)(985)(351)- (920)

Income tax (expense)/benefit and NCI(202) 25 46 109 68 - 46

Net profit/(loss) 470 (52)(133)(876)(283)- (874)

2021

Net interest income 190 (46) 131 (4)- - 271

Non-interest income 7 - (247) 764 - - 524

Net operating income 197 (46)(116) 760 - - 795

Operating expenses- - (471)(471)(1,405)- (2,347)

Pre-provision profit 197 (46)(587) 289 (1,405)- (1,552)

Income tax (expense)/benefit and NCI(59) 14 139 (278) 241 - 57

Net profit/(loss) 138 (32)(448) 11 (1,164)- (1,495)

2.3 Impact of Notable Items (continued)

WESTPAC GROUP 2023 ANNUAL REPORT
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Group performance

2.4 Review of earnings: 2023 vs 2022 performance

Sections 2.4 to section 2.7 provides a comparative discussion of the Group’s performance for the financial year ended

30 September 2023 compared to 2022, unless otherwise specified. Factors that relate primarily to a single business

segment are discussed in more detail in Section 2.8 Segment Reporting.

2.4.1 Net interest income

202320222021

% Mov’t

2023

- 2022

Net interest Income ($m)

Net interest income 18,317 17,161 16,858 7

Core net interest income 17,602 15,532 15,611 13

Notable Items(97) 555 271 large

Treasury

1

645 951 878 (32)

Markets 167 123 98 36

Average interest earning assets ($m)

2

Loans 704,759 677,235 653,366 4

Housing 485,054 470,158 455,149 3

Personal 13,055 15,043 17,367 (13)

Business 206,650 192,034 180,850 8

Liquid assets 210,960 191,749 143,846 10

Other interest-earning assets 25,657 17,987 22,244 43

Average interest earning assets 941,376 886,971 819,456 6

NIM (%)

Group NIM 1.95% 1.93% 2.06% 2 bps

Core NIM 1.87% 1.75% 1.91% 12 bps

Treasury & markets impact on NIM 0.09% 0.12% 0.12%(3 bps)

Notable Items impact on NIM(0.01%) 0.06% 0.03%large

Net interest income increased 7% to $18,317 million. Key drivers included:

• Higher core net interest income, up 13% to $17,602 million, due to both higher net interest margin and balance sheet

growth;

• Notable Items reduced income by $97 million compared to a benefit of $555 million in the prior year; and

• Treasury and markets income, down 24% to $812 million.

Group average interest-earning assets increased by 6% to $941.4 billion as a result of growth in average loans of 4%

attributable to mortgages and business lending. This more than offset the continued run-off in the auto finance book

included in Personal loans. Average liquid assets increased by 10% from increased holdings of High Quality Liquid

Assets (HQLA) to support the reduction of the CLF earlier in the year. Other interest-earning assets increased by 43%

primarily due to relative movements in AUD and USD interest rates, resulting in additional collateral paid to derivative

counterparties to offset the decline in valuation of derivatives.

1. Treasury net interest income excludes capital benefit.

2. Includes assets held for sale.

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2.4.2 Net interest margin

Group net interest margin movement (%)

1.75

1.87

0.18

0.08

(24bps)

(3bps)

FY22

(4bps)

(7bps)

LoansNotable Items

3

35bps

WSF

1

DepositsLiquid Assets

(1bp)

FY23T&M

2

6bps

1.93

1.95

Capital & Other

Group NIM up 2bps

Notable Items, Treasury & Markets

Core NIM

Group net interest margin movement (%)

Full Year 2023 – Full Year 2022

Core NIM up 12bps

1. Wholesale Funding Cost.

2. Treasury & Markets contribution.

3. Notable items are described in Section 1.4.

• The Group NIM for Full Year 2023 was 1.95%. Group NIM comprised:

–Core NIM of 1.87%, up 12 basis points with key drivers described below;

–Treasury and Markets of 9 basis points, down 3 basis points driven by market volatility in Treasury and lower gains

on the sale of liquid assets; and

–Notable Items impact of minus 1 basis point, down 7 basis points mainly due to unrealised fair value losses related

to economic hedges of term funding compared to a large unrealised fair value gain in the prior period.

• The 12 basis points increase in Core NIM was driven by:

–Deposit interest spread: 35 basis point increase supported by wider deposit interest spreads in the First Half.

Spreads were down by 1 basis point in the Second Half. Earnings on hedged deposits were higher. A mix shift

towards lower spread savings and term deposit products, as customers responded to higher interest rates,

reduced margins slightly. Stabilising interest rates in the Second Half resulted in tighter deposit spreads;

–Capital & Other: 6 basis point increase primarily from higher earnings on capital balances as a result of rising

interest rates;

–Loan interest spread: 24 basis point decrease included the impacts of tighter spreads on mortgage lending in

Australia and New Zealand from competition for new and existing customers and stronger growth in lower spread

owner occupied lending. Spreads on consumer finance products were also slightly tighter;

–Liquid assets: 4 basis point decrease from holding of higher HQLA to support the reduction of the CLF; and

–Wholesale funding: 1 basis point decrease from higher wholesale funding costs as spreads on new term wholesale

funding were wider than the spreads on maturing facilities.

1. Wholesale Funding Cost.

2. Treasury & Markets contribution.

3. Notable items are described in Section 2.3

WESTPAC GROUP 2023 ANNUAL REPORT
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Group performance

2.4.3 Average Balance Sheet

202320222021

AverageAverageAverageAverageAverageAverage

balanceInterestratebalanceInterestratebalanceInterestrate

$m$m%$m$m%$m$m%

Assets

Interest earning assets

Loans 704,759 35,582 5.0 676,820 21,096 3.1 650,400 20,756 3.2

Housing 485,054 22,360 4.6 470,158 13,666 2.9 454,780 13,960 3.1

Personal 13,055 1,104 8.5 15,043 1,200 8.0 17,358 1,438 8.3

Business 206,650 12,118 5.9 191,619 6,230 3.3 178,262 5,358 3.0

Trading securities and financial assets

measured at FVIS 30,086 1,143 3.8 22,836 347 1.5 23,791 192 0.8

Investment securities 74,877 2,037 2.7 77,781 1,126 1.4 87,709 1,200 1.4

Other interest earning assets 131,654 4,990 3.8 109,109 676 0.6 53,413 2 -

Assets held for sale- - - 425 6 1.4 4,143 128 3.1

Total interest earning assets and

interest income 941,376 43,752 4.6 886,971 23,251 2.6 819,456 22,278 2.7

Non-interest earning assets

Derivative financial instruments 23,423 23,395 20,305

Life insurance assets- - 226

Assets held for sale- 2,444 4,590

All other assets 58,429 61,953 61,478

Total non-interest earning assets 81,852 87,792 86,599

Total assets 1,023,228 974,763 906,055

Liabilities

Interest bearing liabilities

Deposits and other borrowings 568,885 16,918 3.0 537,030 3,209 0.6 504,131 1,868 0.4

Certificates of deposit 47,887 1,921 4.0 47,308 395 0.8 39,277 63 0.2

Transactions 140,134 3,228 2.3 139,557 652 0.5 130,941 274 0.2

Savings 209,196 5,366 2.6 212,084 848 0.4 194,402 498 0.3

Term 171,668 6,403 3.7 138,081 1,314 1.0 139,511 1,033 0.7

Repurchase agreements 39,652 556 1.4 37,779 150 0.4 33,586 56 0.2

Loan capital 34,384 1,448 4.2 30,708 1,026 3.3 26,594 849 3.2

Other interest bearing liabilities 176,699 6,513 3.7 158,251 1,705 1.1 143,470 2,635 1.8

Liabilities held for sale- - - - - - 1,335 12 1.0

Total interest bearing liabilities and

interest expense 819,620 25,435 3.1 763,768 6,090 0.8 709,116 5,420 0.8

Non-interest bearing liabilities

Deposits and other borrowings 106,199 108,171 89,245

Derivative financial instruments 26,353 24,750 20,612

Life insurance liabilities- - 253

Liabilities held for sale- 682 2,728

All other liabilities(218) 7,069 13,202

Total non-interest bearing liabilities 132,334 140,672 126,040

Total liabilities 951,954 904,440 835,156

Shareholders’ equity 71,229 70,268 70,849

Non-controlling interests 45 55 50

Total equity 71,274 70,323 70,899

Total liabilities and equity 1,023,228 974,763 906,055

Loans

Australia 607,154 30,164 5.0 582,456 17,694 3.0 558,435 17,896 3.2

New Zealand 91,057 5,028 5.5 88,002 3,203 3.6 85,525 2,735 3.2

Other overseas 6,548 390 6.0 6,362 199 3.1 6,440 125 1.9

Deposits and other borrowings

Australia 484,720 13,544 2.8 455,069 2,249 0.5 430,455 1,400 0.3

New Zealand 64,033 2,464 3.8 60,786 765 1.3 60,066 418 0.7

Other overseas 20,132 910 4.5 21,175 195 0.9 13,610 50 0.4

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2.4.4 Loans

$m202320222021

% Mov’t

2023

- 2022

Australia 674,422 647,122 614,770 4

Housing 485,474 467,382 455,604 4

Personal 11,289 12,832 14,737 (12)

Business 181,509 170,636 148,453 6

Provisions(3,850)(3,728)(4,024) 3

New Zealand (A$) 92,854 85,772 88,793 8

New Zealand (NZ$) 99,711 97,393 93,032 2

Housing 65,757 63,827 60,849 3

Personal 1,163 1,202 1,231 (3)

Business 33,298 32,764 31,421 2

Provisions(507)(400)(469) 27

Other overseas (A$) 5,978 6,753 6,221 (11)

Total loans 773,254 739,647 709,784 5

Loans held for sale- - 1,015 -

Total loans (including held for sale) 773,254 739,647 710,799 5

Loans increased by 5% to $773.3 billion. Lending movements included:

• Growth in Australian housing loans of 4%, or 0.8x ADI system to $485.5 billion, with growth mainly occurring in the

Second Half and predominantly in owner occupied mortgages. During the year, $70 billion of fixed rate mortgages

expired of which most were retained. Customers predominantly elected to revert to variable rates, which resulted in

fixed rate mortgages declining from 37% of the portfolio to 24%. Investor lending declined by 1%;

• Contraction in Australian personal lending of 12% to $11.3 billion. The main driver of the decline was the continued

run-off of the auto finance portfolio, down $1.5 billion this year, following the decision to exit this business in March

2022. Excluding this run-off, personal lending balances declined slightly as customers chose alternative personal

finance options;

• Growth in Australian business lending of 6% to $181.5 billion. Strong loan growth in WIB in the Second Half reflected

deepening relationships with existing customers in the property, health and energy sectors. Business segment loan

growth was primarily in the diversified, commercial property and agriculture sectors;

• Growth in New Zealand lending of 2% to $99.7 billion in NZ$ terms. Mortgages and business lending growth was

stronger in the First Half while personal lending balances reduced slightly during the year; and

• Contraction in other overseas loan balances by 11% to $6.0 billion. This reflected lower volumes in Asia from the

closure of offshore branches and lower trade finance utilisation.

WESTPAC GROUP 2023 ANNUAL REPORT
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Group performance

2.4.5 Deposits and other borrowings

$m202320222021

% Mov’t

2023

- 2022

Customer deposits

Australia 557,781 535,645 501,010 4

Transactions 119,621 133,390 125,481 (10)

Savings 195,325 179,702 184,871 9

Term 144,220 127,921 102,775 13

Non-interest bearing 98,615 94,632 87,883 4

New Zealand (A$) 74,297 68,614 72,462 8

New Zealand (NZ$) 79,783 77,910 75,916 2

Transactions 9,373 10,014 11,253 (6)

Savings 19,929 21,232 21,595 (6)

Term 38,472 32,273 28,331 19

Non-interest bearing 12,009 14,391 14,737 (17)

Other overseas (A$) 8,873 8,575 6,845 3

Total customer deposits 640,951 612,834 580,317 5

Certificates of deposit 47,217 46,295 46,638 2

Australia 32,947 30,507 31,506 8

New Zealand (A$) 2,247 2,588 3,293 (13)

Other overseas (A$) 12,023 13,200 11,839 (9)

Total deposits and other borrowings (including held for sale) 688,168 659,129 626,955 4


Customer deposits grew by 5% to $641.0 billion. Customer deposit growth comprised the following movements:

• Australian deposits up 4% to $557.8 billion mainly from growth in Consumer balances. Rising interest rates saw

customers, across all segments, continue to switch from transaction accounts to higher interest bearing products.

Strong growth in both savings and term deposits more than outweighed a decline in transactions balances. Non-

interest bearing deposits were up 4% primarily due to an increase in mortgage offset account balances;

• New Zealand deposits up 2% to $79.8 billion in NZ$ terms, with customers opting for higher interest bearing term

deposits; and

• Other overseas deposits up 3% to $8.9 billion, primarily in WIB from higher volumes of offshore term deposits

supported by increasing interest rates.

The Group’s deposit to loan ratio of 82.9% was in line with the prior year.

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Loans and deposits market share and system multiple metrics

Market share

202320222021

Australia

ADI System (APRA)

Housing credit 21% 22% 22%

Personal credit cards 21% 21% 22%

Business credit

1

15% 15% 16%

Household deposits 21% 20% 21%

Business deposits

2

18% 18% 19%

Financial system (Reserve Bank of Australia (RBA))

Housing credit 21% 21% 21%

Business credit

3

15% 15% 15%

Retail and business deposits

4

19% 20% 20%

New Zealand (Reserve Bank of New Zealand (RBNZ))

5

Consumer lending 18% 18% 18%

Business lending 16% 16% 16%

Deposits 18% 18% 18%

System multiples

202320222021

Australia

ADI System (APRA)

Housing credit 0.8 0.5 0.7

Personal credit cards

6

0.5 0.7 n/a

Business credit

1

0.8 0.9 0.2

Household deposits 1.3 0.7 0.8

Business deposits

2,6

n/a 0.8 0.7

Financial system (RBA)

Housing credit 0.9 0.5 0.7

Business credit

3,6

0.7 0.8 n/a

Retail and business deposits

4

0.6 0.8 0.6

New Zealand (RBNZ)

5

Consumer lending 0.8 1.0 0.9

Business lending

6

1.6 0.8 n/a

Deposits 0.9 0.5 1.2

1. Westpac Group’s business credit growth rate and multiples are based on ADI System published by APRA in the Monthly ADI statistics,

inclusive of Westpac Institutional Bank. Business credit includes loans with Non-Financial businesses and community service organisations.

2. Westpac Group’s business deposit growth rate and multiples are based on ADI System as published in the Monthly ADI statistics by

APRA, inclusive of Westpac Institutional Bank. Business deposits include deposits from Non-Financial businesses and Community service

organisations.

3. Westpac Group’s business credit growth rate and multiples are based on Financial System as published in the RBA Lending and Credit

Aggregates, inclusive of Westpac Institutional Bank. Business credit includes loans with Non-financial businesses, Community service

organisations, and select Financial Institutions.

4. Retail deposits include deposits from households, non-financial businesses, and select financial institutions as defined in the RBA Monetary

Aggregates.

5. New Zealand comprises New Zealand banking operations.

6. n/a indicates that system growth and/or Westpac growth was negative.

WESTPAC GROUP 2023 ANNUAL REPORT
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Group performance

2.4.6 Non-interest income

1


$m202320222021

% Mov’t

2023

- 2022

Net fee income 1,645 1,671 1,482 (2)

Net wealth management and insurance income 562 808 1,211 (30)

Trading income 717 664 719 8

Other income 404 (698) 952 large

Total non-interest income 3,328 2,445 4,364 36

Non-interest income is composed of:

$m202320222021

% Mov’t

2023

- 2022

Non interest income excluding Notable Items and Businesses sold

Net fee income 1,645 1,672 1,616 (2)

Net wealth management and insurance income 457 467 464 (2)

Trading income 750 620 715 21

Other income 136 148 185 (8)

Non-interest income excluding Notable Items and Businesses sold 2,988 2,907 2,980 3

Notable Items

Net fee income- (1)(137)(100)

Net wealth management and insurance income(10)(51)(106)(80)

Trading income(33) 44 4 large

Other income 243 (846) 763 large

Total non-interest income - Notable Items 200 (854) 524 large

Businesses sold

1

Net fee income- - 3 -

Net wealth management and insurance income 115 392 853 (71)

Trading income- - - -

Other income 25 - 4 -

Total non-interest income - Businesses sold 140 392 860 (64)

Total non-interest income 3,328 2,445 4,364 36

Non-interest income increased by 36% to $3,328 million. Excluding notable items and the impact of businesses sold,

non-interest income increased by 3% to $2,988 million.

Net fee income

Net fee income declined by 2% to $1,645 million. Key movements included:

• Lower New Zealand cards interchange fees of $22 million due to regulatory changes which came into effect in

November 2022;

• Lower Australian cards income of $17 million due to higher costs associated with travel insurance, loyalty provisions

and scheme fees. Higher spend based fees and scheme incentives provided an offsetting benefit of $82 million; and

• Higher Institutional lending fees, primarily from volume related underwriting, guarantee and undrawn line facilities

provided a net $20 million benefit.

Net wealth management and insurance income

Net wealth management and insurance income declined by 30% to $562 million due to Notable Items and impact of

businesses sold. Excluding these impacts, net wealth management and insurance income decreased by 2% to

$457 million. Drivers included:

• Reduced wealth income of $30 million from 3% lower average funds under administration and lower recoveries

relating to regulatory programs;

• Reduced revenue from run-down of non core products of $8 million; and

• Increase of duration cash revenue by $34 million, supported by higher interest rates and a favourable portfolio asset

mix shift provided an offsetting benefit.

1. Comparatives has been revised to incorporate the contribution from AAML and BT’s personal and corporate superannuation funds businesses

which were divested in 2023.

Group performance

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Trading income

Trading income increased 8% to $717 million. Excluding notable items and the impact of businesses sold, trading income

increased by 21% to $750 million due to:

• Higher credit and foreign exchange (FX) customer sales volumes reflecting franchise improvements and favourable

market conditions, along with tighter credit spreads which provided a net benefit of $80 million;

• Derivative valuation adjustments (DVA), reflecting tightening counterparty credit spreads, of $69 million. This

compared to a loss of $28 million in the prior year; and

• Loss on cross currency swaps of $38 million, driven by unfavourable FX and interest rate movements, absorbed some

of the growth in trading income.

Other income

Other income of $404 million included a $243 million gain on sale of AAML. This compares to a loss of $698 million in

the prior year which included the $1,112 million loss on sale of the Australian Life Insurance business.

Excluding notable items and the impact of businesses sold, other income declined by 8% to $136 million. This is primarily

attributable to the receipt of a one-off general insurance payment in Full Year 2022.

Businesses sold

The contribution from businesses sold was $140 million in Full Year 2023. For further details of the contribution of each

business refer to Section 4.13.

Group funds

$bn2023InflowsOutflowsNet flows

Other

Mov’t20222021

% Mov’t

2023

- 2022

Platforms

135.7 17.9 (22.9)(5.0) 14.0 126.7 139.3 7

Packaged Funds

1.5 1.3 (4.0)(2.7)(36.2) 40.4 47.4 (96)

Superannuation

- 1.5 (3.9)(2.4)(34.6) 37.0 45.4 (100)

Total Australia funds 137.2 20.7 (30.8)(10.1)(56.8) 204.1 232.1 (33)

Total NZ funds (A$) 10.6 1.8 (1.9)(0.1) 1.1 9.6 11.5 10

Total Group funds 147.8 22.5 (32.7)(10.2)(55.7) 213.7 243.6 (31)

Total NZ funds (NZ$) 11.4 2.0 (2.1)(0.1) 0.6 10.9 12.0 5

As at 30 September 2023, Group funds comprised our Platforms and Packaged Funds businesses provided to Australian

and New Zealand customers.

Group funds decreased by $65.9 billion (or 31%) compared to 2022, driven by:

• $38.5 billion related to the sale of AAML; and

• The transfer of the members and benefits of BT Funds Management Limited’s personal and corporate (non-platform)

superannuation of $33.4 billion to Mercer Super Trust.

WESTPAC GROUP 2023 ANNUAL REPORT
114

Group performance

Markets related income

$m202320222021

% Mov’t

2023

- 2022

Net interest income 167 123 99 36

Non-interest income 858 619 773 39

Markets income 1,025 742 872 38

Sales and risk management income 969 773 774 25

Derivative valuation adjustment 56 (31) 98 large

Markets income 1,025 742 872 38

Markets income comprises sales and risk management revenue derived from the creation, pricing and distribution of

risk management products to the Group’s customers. Dedicated relationship specialists provide product solutions to

these customers to help manage their interest rate, foreign exchange, commodity, credit and structured products risk

exposures.

Markets income increased by 38% to $1,025 million.

Sales and risk management income increased by 25% to $969 million. Franchise improvements and more favourable

market conditions compared to the prior year resulted in higher credit and FX revenues.

DVA contributed $56 million, reflecting tighter counterparty credit spreads. This compared to a loss of $31 million in the

prior year.

2.4.7 Operating expenses

$m202320222021

% Mov’t

2023

- 2022

Staff expenses(6,098)(5,866)(6,034) 4

Occupancy expenses(786)(914)(1,226)(14)

Technology expenses(2,302)(2,282)(3,128) 1

Other expenses(1,506)(1,740)(2,923)(13)

Total operating expenses(10,692)(10,802)(13,311)(1)

Excluding Notable Items

Staff expenses(5,863)(5,758)(5,743) 2

Occupancy expenses(722)(788)(951)(8)

Technology expenses(2,269)(2,185)(2,478) 4

Other expenses(1,378)(1,450)(1,792)(5)

Total operating expenses excluding Notable Items(10,232)(10,181)(10,964) 1

Operating expenses - Businesses sold

1

46 (127)(241)large

Operating expenses excluding Notable Items and Business sold(10,278)(10,054)(10,723) 2

Full Time Equivalent (FTE) employees

Number of FTE202320222021

% Mov’t

2023

- 2022

Permanent employees 33,664 33,774 34,975 -

Temporary employees 2,482 3,702 5,168 (33)

FTE 36,146 37,476 40,143 (4)

Average FTE 37,503 38,573 38,633 (3)

1. Comparatives have been revised to incorporate the contribution from AAML and BT’s personal and corporate superannuation funds businesses

which were divested in 2023.

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The number of FTE employees in each area of business as at 30 September:

202320222021

% Mov’t

2023

- 2022

Consumer and Business Banking 17,048 17,854 19,187 (5)

Westpac Institutional Bank 2,732 2,594 2,596 5

Westpac New Zealand 5,288 5,070 4,830 4

Specialist Businesses 2,711 3,257 4,289 (17)

Group Businesses 8,367 8,701 9,241 (4)

Total Group 36,146 37,476 40,143 (4)

Operating expenses declined 1% to $10,692 million.

Excluding Notable Items and businesses sold, operating expenses increased 2% to $10,278 million, with significant

increases from persistent inflationary pressures across third party vendor services and salaries and wages more than

offsetting substantive Cost Reset outcomes.

Staff expenses increased 4% to $6,098 million. Excluding Notable Items staff expenses increased by 2%, due to wage

and superannuation increases. FTE decreased by 4% reflecting the impact of businesses sold and the continued benefits

of Cost Reset actions.

Occupancy expenses decreased 14% to $786 million. Excluding Notable Items, the Cost Reset programs drove

occupancy expenses down 8% from a reduction of the Group’s corporate and branch footprint, including the closure of

88 branches and establishment of 55 additional co-locations.

Technology expenses increased 1% to $2,302 million. Excluding Notable Items, technology expenses were 4% higher.

Software maintenance and license costs increased as inflation contributed to higher third party vendor costs, in addition

to higher software amortisation of approximately $80 million related to growth, productivity and regulatory and risk

investments.

Other Expenses decreased 13% to $1,506 million. Excluding Notable Items other expenses declined 5% supported by the

Cost Reset targeted reduction in consulting and third party spend.

Businesses sold provided an $46 million benefit in 2023 due to reimbursement of costs related to the BT Superannuation

funds successor fund transfer (SFT) which more than offset the operating expenses of the businesses sold.

Investment spend

202320222021

% Mov’t

2023

- 2022

Expensed 816 883 1,222 (8)

Capitalised software, fixed assets and prepayments 1,106 1,104 797 -

Total 1,922 1,987 2,019 (3)

Risk and regulatory 1,194 1,312 1,431 (9)

Growth and Productivity 728 675 588 8

Total 1,922 1,987 2,019 (3)

There was $1,922 million of investment across the Group in Full Year 2023, 3% lower than the prior year.

Of the investment spend, 38% was directed towards growth and productivity and 62% was focused on risk and

regulatory initiatives.

Growth and productivity investments included:

• Roll out of the mortgage origination platform, to third party mortgage brokers. This consolidates Consumer

mortgages origination across all brands and channels onto one platform;

• Enhancements to the digital mortgage to support joint borrower applications, and adoption of the Open Banking

regime to automate income verification;

• Roll out of new features in the Westpac App. These include:

– Enhanced personal financial management features including voice search, expense splitter and scan a PayID

functionality;

–Enabling customers to request direct debit cancellation via self-serve, and provide online access to an industry

first capability (PayTo) to manage their direct debit arrangements;

–Facial biometrics verification capability; and

–Carbon footprint tracking integration.

WESTPAC GROUP 2023 ANNUAL REPORT
116

Group performance

• Expanding access for customers to carry out their basic cash transactions in any Westpac Group branch regardless

of brand;

• Expanding access to “fee-free” cash for customers, enabling access to more than 1,700 atmx ATMs including more

than 500 ATMs in regional and rural locations;

• Launch of PartPay which allows eligible existing Westpac credit card customers to pay for purchases over $100 in

four fortnightly instalments;

• Enabling sole trader and existing business customers to open a business transaction account online within 10 minutes;

• Launch of EFTPOS Air which allows small business customers to take payments through Android devices and iPhone

devices; and

• Continued development of the corporate cash management platform.

Risk and regulatory investments included:

• Delivery of scheduled activities in the CORE program. Of the program’s 354 activities, 310 have been assessed by the

Independent Reviewer as complete and effective;

• Implementation of APRA’s revised capital framework (Basel III) including updated prudential standards for capital

adequacy and credit risk capital;

• Progressed implementation of ISO 20022, a new standard format for international and high value domestic payments

messaging for banks, providing a common language for payments data around the world that will see faster and

more reliable payments with Westpac now live for receipt of payments;

• Compliance with RBNZ’s outsourcing policy (BS11) in relation to the outsourcing of functions and services to third

parties;

• Expansion of scam protection through:

– Launch of Westpac Verify which alerts customers when there is a potential mismatch in payment details;

–Secure One Time Password and Actionable push notifications for fraud alerts, protecting customers from

suspected fraud and scams; and

–Implementation of strategic infrastructure and solution for fraud and financial crime detection and analysis.

• Maturing of our financial crime capabilities including strengthening of sanctions Investigations, improved technical

control environment, streamlined regulatory reporting processes, increased operational efficiency and the continued

strategic data integration of transaction monitoring to simplify detection scenarios;

• Maintaining New Payments Platform Australia scheme compliance and uplifting payments resilience, stability, and

risk; and

• Strengthening our data oversight and governance and addressing the requirements of APRA’s strategic direction

for data.

Capitalised software

$m202320222021

% Mov’t

2023

- 2022

Balance as at beginning of the year 2,264 1,840 2,430 23

Total additions 1,141 1,101 740 4

Amortisation expense(621)(545)(755) 14

Impairment expense(8)(110)(485)(93)

Other adjustments 21 (22)(90)large

Balance as at end of the year 2,797 2,264 1,840 24

Average amortisation period (years) 3.6 3.2 2.6 0.4 years

Capitalised software increased $533 million or 24% compared to 30 September 2022. The increase mainly reflects

additional investment in the mortgage origination platform, WNZL regulatory requirements and uplifts in the payments &

data infrastructure. This was partly offset by higher amortisation as key strategic projects were completed during the year.

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2.4.8 Credit impairment charges

$m202320222021

% Mov’t

2023

- 2022

Individually assessed provisions (IAPs)

New IAPs(197)(220)(610)(10)

Write-backs 127 115 155 10

Recoveries 191 189 242 1

Total IAPs, write-backs and recoveries 121 84 (213) 44

Collectively assessed provisions (CAPs)

Write-offs(440)(446)(614)(1)

Other changes in CAPs(329) 27 1,417 large

Total new CAPs(769)(419) 803 84

Total impairment (charges)/benefits(648)(335) 590 93

Impairment charges/(benefits) to average loans 9 bps 5 bps(8 bps) 4 bps

Net write-offs to average gross loans 5 bps 10 bps 8 bps(5 bps)

The impairment charge of $648 million represented 9 basis points of average loans, up from 5 basis points in the prior

year. The rise in impairment charges was mainly from a higher CAP charge of $769 million more than offsetting an IAP

benefit of $121 million. This compared to a CAP charge of $419 million and an IAP benefit of $84 million in the prior year.

The CAP charge of $769 million comprised other changes in CAP of $329 million and write-offs of $440 million. The

other changes in CAP were due to:

• Some deterioration of portfolio credit risk metrics, particularly in the mortgage portfolios from higher interest rates

and inflationary pressures and an increase in exposure flowing through to watchlist;

• Less favourable forward-looking economic indicators; and

• A decrease in overlays reflecting the partial release of mortgage portfolio and construction industry overlays reduced

the overall CAP charge.

The IAP benefit of $121 million comprised:

• Recoveries of $191 million, including a benefit from a large corporate exposure which had previously been written off;

• Write-backs of $127 million, mostly within Business; and

• New IAPs of $197 million mostly in Business, Consumer and the New Zealand segments reduced the overall IAP benefit.

2.4.9 Income tax expense

The effective tax rate of 30.12% in 2023 (2022: 32.71%) is slightly above the Australian corporate tax rate of 30%. The

higher effective rate in 2022 was due to the accounting losses on the sale of the Australian life insurance business that

was non-deductible for tax purposes.

2.4.10 Non-controlling interests

Non-controlling interests represent results of non-wholly owned subsidiaries attributable to shareholders other than

Westpac. This predominantly include profits attributable to the 10.1% shareholding in Westpac Bank-PNG-Limited that

are not owned by Westpac.

Group performance

WESTPAC GROUP 2023 ANNUAL REPORT
118

Group performance

2.5 Credit quality

Credit quality key metrics

202320222021

% Mov’t

2023

- 2022

Stressed exposures by credit grade as a % of TCE:

Impaired 0.11% 0.13% 0.19%(2 bps)

Non-performing, 90+ days past due

1

0.39% 0.32% 0.47%7 bps

Non-performing, less than 90 days past due 0.22% 0.19% 0.21% 3 bps

Watchlist and substandard 0.54% 0.43% 0.49% 11 bps

Total stressed exposures 1.26% 1.07% 1.36% 19 bps


Gross impaired exposures to TCE for business and institutional:

Business Australia 0.44% 0.55% 0.72%(11 bps)

Business New Zealand 0.12% 0.16% 0.20%(4 bps)

Institutional 0.02% 0.05% 0.16%(3 bps)


Mortgage 90+ day delinquencies:

Group 0.81% 0.69% 0.99% 12 bps

Australia 0.86% 0.75% 1.07% 11 bps

New Zealand 0.33% 0.22% 0.30% 11 bps


Other consumer loans 90+ day delinquencies:

Group 1.28% 1.56% 1.75%(28 bps)

Australia 1.32% 1.60% 1.76%(28 bps)

New Zealand 0.92% 1.03% 1.65%(11 bps)


Other:

Gross impaired exposures to gross loans 0.17% 0.20% 0.30%(3 bps)

Gross impaired exposure provisions to gross impaired exposures 43.47% 47.95% 54.44%large

Total provisions to gross loans 63 bps 62 bps 70 bps 1 bps

Collectively assessed provisions to credit risk weighted assets 135 bps 116 bps 117 bps 19 bps

Total provisions to credit risk weighted assets 145 bps 128 bps 140 bps 17 bps

Movement in gross impaired exposures

$m202320222021

% Mov’t

2023

- 2022

Balance as at beginning of the year 1,514 2,142 2,779 (29)

New and increased - individually managed 367 430 836 (15)

Write-offs(601)(934)(836)(36)

Returned to performing or repaid(449)(436)(591) 3

Portfolio managed - new/increased/returned/repaid 468 296 (39) 58

Exchange rate and other adjustments 3 16 (7)(81)

Balance as at end of the year 1,302 1,514 2,142 (14)

1. Previously disclosed as 90 day past due and not impaired. In 2023, Westpac applied amendments to APS 220 Credit Risk Management in

relation to the definition of non-performing loans. As a result, the ratio in 2023 is not directly comparable to past periods. On adoption of the

new definition, the impact to the ratio was a 4bps increase, largely due to changes relating to an extension of the period over which exposures

remain classified as non-performing before potential reclassification to performing.

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Loan quality

Housing and personal loans that were past due can be disaggregated based on days overdue as follows:

Consolidated20232022

$m30-89 days90+ daysTotal30-89 days90+ daysTotal

Loans

Loans - housing 3,644 4,385 8,029 2,319 3,597 5,916

Loans - personal 128 144 272 147 195 342

Total 3,772 4,529 8,301 2,466 3,792 6,258

Credit quality remained resilient, notwithstanding a rise in stressed exposures as a percentage of total committed

exposures (TCE) of 19 basis points to 1.26% at 30 September 2023. The composition and drivers of stressed exposures

were:

• Impaired exposures of 11 basis points: a 2 basis points decline reflecting lower impaired exposures in WIB and

Business;

• Non-performing, 90 days past due and not impaired exposures of 39 basis points: a 7 basis points increase reflecting

higher mortgage 90+ day delinquencies;

• Non-performing not 90 days past due and not impaired exposures of 22 basis points: a 3 basis points increase

reflecting the impact of APS 220 Credit Risk Management regulatory changes relating to an extension of the period

over which exposures remain classified as non-performing before they can be reclassified to performing; and

• Watchlist and substandard exposures of 54 basis points: an 11 basis points increase, driven by exposures in WIB,

Business and New Zealand.

Gross impaired exposures to gross loans were 3 basis points lower at 0.17%, reflecting lower impaired exposures in WIB

and Business. The provision coverage of the impaired portfolio was 43%, down from 48% at 30 September 2022 due to

write-backs of a small number of large exposures. Impaired exposures have an appropriate level of provision cover.

Portfolio segments

Stressed exposures in WIB increased 23 basis points to 0.58% of TCE. This deterioration was due to an increase in

watchlist exposures mainly in the construction and trade sectors. Impaired exposures as a percentage of TCE reduced

6 basis points to 0.04%.

Stressed exposures in the Australian Business segment declined 1 basis point to 4.94% of TCE, mostly due to a decline in

impaired exposures across several industries. There was an increase in watchlist exposures, mostly in the property sector.

Australian mortgage 90+ day delinquencies increased 11 basis points to 0.86% due to rising interest rates and inflationary

pressures. Hardship increased by 20 basis points to 0.71% as customers requested additional assistance.

Properties in possession were 210, a decrease of 14 reflecting a buoyant property market.

Realised Australian mortgage losses remained low at $32 million, accounting for 1 basis point of Australian mortgages.

Australian other consumer 90+ day delinquencies declined 28 basis points to 1.32%, driven by enhanced collections

processes across the credit cards and personal loans portfolios.

In New Zealand, credit quality is showing signs of deterioration across most portfolios. Stressed exposure to TCE rose

52 basis points to 1.49%. The increase in stress was driven by downgrades to watchlist and substandard in property, and

agriculture, forestry and fishing. Impaired exposures to TCE remained stable at 0.06%.

New Zealand 90+ day mortgage delinquencies were up 11 basis points to 0.33%. The increase reflected the impact of higher

interest rates combined with cost of living pressures. Other consumer 90+ day delinquencies were 11 basis points lower at

0.92%, mostly due to improved performance within the hardship segment in credit card and personal loan portfolios.

WESTPAC GROUP 2023 ANNUAL REPORT
120

Group performance

Provisioning

$m202320222021

% Mov’t

2023

- 2022

Provision for expected credit losses (ECL) on loans and credit commitments

Collectively assessed provisions

Modelled provision 4,147 3,473 3,520 19

Overlays 432 700 647 (38)

Total collectively assessed provisions 4,579 4,173 4,167 10

Individually assessed provisions 351 452 832 (22)

Total provision for ECL on loans and credit commitments 4,930 4,625 4,999 7

Provision for ECL on debt securities at amortised cost 6 6 3 -

Provision for ECL on debt securities at FVOCI

1

5 4 5 25

Total provision for ECL 4,941 4,635 5,007 7

Total provisions increased 7% to $4,941 million. The increase was driven by higher CAP of $406 million, which was partly

offset by lower IAP of $101 million.

The increase in CAP was due to:

• A rise in the mortgage portfolio 90+ day delinquencies;

• Higher watchlist and substandard exposures in Business, WIB and New Zealand portfolios; and

• Weakening of forward-looking economic inputs in the provisioning calculation.

This was partly offset by a $268 million reduction in overlays as the expected risk did not materialise or is now reflected

in modelled outcomes. The reduction reflects partial releases of mortgage portfolio and construction industry overlays.

The IAP release of $101 million reflected the combined impact of write-offs and write-backs in predominately Business

and WIB portfolios more than offsetting new IAP.

The economic scenario weights, which underpin the provisions for expected credit losses, remain unchanged from 2022

and reflect residual uncertainty.

Scenario weightings (%)202320222021

Upside 5 55

Base 50 5055

Downside 45 4540


1. FVOCI represents fair value through other comprehensive income.

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2.6 Balance sheet and funding

2.6.1 Balance sheet

The detailed components of the balance sheet are set out in the notes to the financial statements.

$m202320222021

% Mov’t

2023

- 2022

Assets

Loans 773,254 739,647 709,784 5

Housing 547,074 523,952 514,055 4

Personal 12,379 13,897 15,919 (11)

Business 218,234 206,004 184,399 6

Provision for expected credit losses(4,433)(4,206)(4,589) 5

Liquid assets 196,720 194,058 160,936 1

Assets held for sale- 75 4,188 (100)

All other assets 59,800 80,418 60,969 (26)

Total assets 1,029,774 1,014,198 935,877 2

Liabilities

Customer deposits 640,951 612,834 580,317 5

Transactions 129,139 143,145 136,892 (10)

Savings 214,886 199,347 206,565 8

Term 185,770 161,858 133,992 15

Non-interest bearing 111,156 108,484 102,868 2

Certificates of deposit 47,217 46,295 46,638 2

Debt issues 156,573 144,868 128,779 8

Term funding from central banks 16,586 33,277 31,784 (50)

Loan capital 33,176 31,254 29,067 6

Liabilities held for sale- 32 837 (100)

All other liabilities 62,732 75,129 46,363 (17)

Total liabilities 957,235 943,689 863,785 1

Equity

Total equity attributable to owners of WBC 72,495 70,452 72,035 3

Non-controlling interests 44 57 57 (23)

Total equity 72,539 70,509 72,092 3

Group Performance

WESTPAC GROUP 2023 ANNUAL REPORT
122

Group performance

2.6.2 Funding and liquidity risk management

Liquidity risk is the risk that the Group will be unable to fund assets and meet obligations as they become due. This

risk is inherent for all banks as intermediaries between depositors and borrowers. The Group has a Liquidity Risk

Management Framework which seeks to meet our cash flow obligations under a wide range of market conditions and

scenarios, as well as meeting the requirements of the LCR and NSFR.

The Group’s Liquidity Risk Management Framework is approved by the Board and sets out the Group’s funding and

liquidity risk appetite. It also determines the roles and responsibilities of key people managing funding and liquidity risk,

risk reporting and control processes. In addition, it sets out the limits and targets used to manage Westpac’s balance

sheet, including wholesale funding limits, liquidity risk limits and stress testing.

Westpac maintained a strong liquidity position and conservative funding profile throughout the 2023 Financial Year, with

key ratios and metrics comfortably above minimum regulatory requirements.

LCR

$m202320222021

% Mov’t

2023

- 2022

High Quality Liquid Assets (HQLA)

1

181,882 175,595 136,525 4

Committed Liquidity Facility (CLF)- 15,512 37,000 (100)

Total LCR liquid assets 181,882 191,107 173,525 (5)

Cash outflows in a modelled 30-day APRA defined stressed scenario

Customer deposits 95,008 101,271 89,628 (6)

Wholesale funding 11,249 12,975 10,003 (13)

Other flows

2

29,943 31,051 34,447 (4)

Total 136,200 145,297 134,078 (6)

LCR

1,3

134% 132% 129% 201 bps

The LCR is designed to enhance banks’ short-term resilience, by measuring the level of HQLA, as defined, held against its

liquidity needs for a 30 calendar day period under a regulator-defined stress scenario.

Westpac’s average LCR for the quarter ended 30 September 2023 was 134%, an increase of two percentage points

compared to the quarter ended 30 September 2022. Over the year, a reduction in net cash outflows, due mainly to the

removal of the 10% net cash outflow overlay in September 2022, as well as an increase in higher quality deposits, was

matched by a reduction in average LCR-qualifying liquid assets. Average LCR-qualifying liquid assets were lower, due

mainly to the phase-out of the CLF which was completed by 1 January 2023, while HQLA increased.

Westpac held an average of $182 billion in HQLA in the September 2023 quarter, approximately $46 billion above

the 100% LCR minimum. The Group’s portfolio of HQLA provides a buffer against periods of liquidity stress, as well

as meeting regulatory requirements. HQLA include cash, deposits with central banks, and government and semi-

government securities. They are recognised in the LCR calculation at market value.

Westpac uses derivatives to hedge the interest rate risk of the liquid asset portfolio and reduce exposure to changes in

fair value. Changes in the fair value of liquid assets are recognised in Other Comprehensive Income (OCI) through the

relevant equity reserve or the income statement.

The Group also has access to non-HQLA and other assets that are eligible for re-purchase with central banks under

certain conditions and provide a source of additional liquidity for the Group. These assets include private securities and

self-originated AAA-rated mortgage-backed securities.

NSFR

$m202320222021

% Mov’t

2023

- 2022

Available stable funding 707,893 687,442 651,216 3

Required stable funding 615,341 570,185 521,499 8

Net stable funding ratio 115% 121% 125%large

The NSFR is designed to strengthen banks’ longer-term funding resilience. To comply, banks are required to maintain an NSFR

of at least 100% at all times. Westpac’s NSFR was 115% at 30 September 2023, well above the 100% minimum. The ratio is

down from 121% at 30 September 2022, reflecting a 6% increase in required stable funding as the CLF was phased out and as

the first allocation of the Term Funding Facility (TFF) matured, as the mortgages backing those facilities are no longer used

as collateral. In addition, required stable funding increased due to growth in lending and the impact of regulatory changes to

APS 112 Capital Adequacy, which resulted in a higher stable funding requirement for certain mortgages.

1. Includes balances presented as held for sale.

2. Other flows include credit and liquidity facilities, collateral outflows and inflows from customers.

3. Calculated on a quarterly average basis for the quarter ended 30 September.

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The 3% increase in Available Stable Funding (ASF) over the year was mainly driven by growth in Consumer and small

and medium-sized enterprise deposits and an increase in ordinary equity. This was partly offset by lower wholesale

funding, due to a decline in long term wholesale funding with more than one year residual maturity.

Funding

The Group monitors the composition and stability of its funding so that it remains within the Group’s funding risk

appetite and meets the requirements of both the LCR and NSFR. During the year, the Group maintained a conservative

funding profile, remained well-funded and ahead of balance sheet needs. This was prudent given the market volatility in

the First Half 2023.

Funding by residual maturity

202320222021

$mRatio %$mRatio %$mRatio %

Customer deposits 640,951 66.0 612,834 65.1 580,317 65.0

Wholesale funding

Short term 79,181 8.1 79,098 8.4 69,744 7.8

Long term - less than or equal to one year residual maturity 40,607 4.2 38,896 4.1 26,760 3.0

Long term - more than one year residual maturity 133,979 13.8 136,586 14.5 138,817 15.6

Securitisation 4,298 0.4 4,973 0.5 5,000 0.6

Total wholesale funding 258,065 26.5 259,553 27.5 240,321 2 7.0

Equity

1

72,543 7.5 69,967 7.4 71,614 8.0

Total funding 971,559 100.0 942,354 100.0 892,252 100.0

Long term wholesale funding

Long term funding with a residual maturity greater than 12 months comprised 13.8% of the Group’s total funding at

30 September 2023, down from the 14.5% at 30 September 2022. Funding from securitisation comprised a further 0.4%

of total funding. The small reduction in long term wholesale funding was offset by increased customer deposits.

The Group maintained consistent access to global capital markets throughout 2023, despite a period of significant

dislocation in March 2023. The Group raised $35.2 billion of long term wholesale funding, leveraging the scale and

diversity of its wholesale funding franchise. New issuance included senior and covered bonds in a range of tenors and

currencies, including AUD, USD, EUR, NZD, and GBP. The Group also issued Tier 2 capital securities, issuing

$2.9 billion through its Australian parent entity, contributing towards Loss Absorbing Capacity regulatory requirements,

and NZ$600 million through its New Zealand subsidiary, Westpac New Zealand Limited.

During the year, Westpac New Zealand Limited also re-established its US Medium Term Note Programme under Rule 144A

and Reg S, adding further diversity to the Group’s funding profile with its USD$750 million issuance in February 2023.

Short term wholesale funding

Short term wholesale funding and long term wholesale funding with a residual maturity less than 12 months accounted

for 12.3% of the Group’s total funding at 30 September 2023. This was down from 12.5% at 30 September 2022 as the

Group continued to take a conservative approach to funding maturing within 12 months. The short term wholesale

funding portfolio, including long term to short term scroll, had a weighted average maturity of 149 days, up from

143 days at 30 September 2022.

Deposit to loan ratio

202320222021

$mRatio %$mRatio %$mRatio %

Customer deposits 640,951 612,834 580,317

Loans 773,254 82.9 739,647 82.9 710,799 81.6

Customer deposits

Customer deposits accounted for 66.0% of the Group’s total funding at 30 September 2023, up from 65.1% at

30 September 2022. Both deposits and loans grew at 5% over the year and the Group’s deposit to loan ratio was

unchanged at 82.9%.

Equity

Funding from equity made up 7.5% of total funding at 30 September 2023, compared to 7.4% at 30 September 2022.

The increase in equity of $2.6 billion mainly reflects growth in retained earnings.

1. Includes total share capital, share-based payment reserve and retained profits.

WESTPAC GROUP 2023 ANNUAL REPORT
124

Group performance

Group performance

2.7 Capital and dividends

$m202320222021

% Mov’t

2023

- 2022

Level 2 regulatory capital structure

Common equity Tier 1 (CET1) capital after deductions ($m) 55,885 53,943 53,808 4

Risk weighted assets (RWA) ($m) 451,418 477,620 436,650 (5)

CET1 capital ratio 12.38% 11.29% 12.32% 109 bps

Additional Tier 1 capital ratio 2.21% 2.10% 2.33% 11 bps

Tier 1 capital ratio 14.59% 13.39% 14.65% 120 bps

Tier 2 capital ratio 5.86% 5.01% 4.21% 85 bps

Total regulatory capital ratio 20.45% 18.40% 18.86% 205 bps

APRA leverage ratio 5.50% 5.61% 5.99%(11 bps)

Level 1 regulatory capital structure

CET1 capital after deductions ($m) 52,273 50,722 54,314 3

Risk weighted assets ($m) 414,293 447,010 431,422 (7)

Level 1 CET1 capital ratio 12.62% 11.35% 12.59% 127 bps

APRA’s revised capital framework

APRA’s revised capital framework (Basel III) became effective on 1 January 2023 and included updated prudential

standards for capital adequacy and credit risk capital. The objectives of the capital framework are to provide flexibility

for banks to operate in all environments including in times of stress, enhance risk sensitivity and improve comparability

including with international standards. Revisions included:

• Capital requirements: Total CET1 Requirement for D-SIBs (including Westpac), is 10.25%1. This comprises:

–Minimum CET1 of 4.5%;

–Capital conservation buffer (CCB) of 4.75%; and

–Countercyclical capital buffer of 1.0%.

• Calculation of Credit RWA: Several changes with the most significant including:

–Asset classifications used to determine RWA;

–Greater use of internal modelling within property finance and mortgages which reduced risk weightings;

–Higher capital requirements for higher risk segments such as interest only and investor mortgages;

–Revised credit conversion factors (CCFs) for the calculation of off-balance sheet exposures which has reduced

exposure at default. CCFs are percentage values used to convert an off-balance sheet exposure into an on-

balance sheet equivalent; and

–New Zealand RWA largely determined by the Reserve Bank of New Zealand (RBNZ) requirements which

increased RWA compared to prior periods.

• Introduction of a capital floor which limits the capital benefit available to advanced banks to no more than 72.5% of

the RWA outcomes available under the standardised approach; and

• Introduction of a minimum leverage ratio of 3.5% and amendments of the leverage exposure calculation.

These revisions are reflected in the disclosed capital ratios at 30 September 2023. Prior periods have not been restated

with capital reported under APRA’s, then applicable, capital framework.

1. APRA may apply higher minimum capital requirements for an individual ADI. APRA does not allow minimum regulatory capital requirements

for individual ADIs to be disclosed. If an ADI’s CET1 capital ratio falls within the capital buffer range it faces restrictions on the distribution of

earnings, such as dividends, AT1 Capital distributions and discretionary staff variable remuneration.

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Capital management strategy

Westpac evaluates its approach to capital management through an Internal Capital Adequacy Assessment Process

(ICAAP). Key features include:

• The development of a capital management strategy, including consideration of regulatory capital minimums, capital

buffers and contingency plans;

• Consideration of regulatory capital requirements and the perspectives of external stakeholders including rating

agencies as well as equity and debt investors; and

• A stress testing framework that challenges the capital measures, coverage and capital requirements including the

impact of adverse economic scenarios.

The Board has determined that Westpac will target a CET1 operating capital range of between 11.0% and 11.5%, in normal

operating conditions.

Level 2 CET1 capital ratio movement for 2023

11.29%

12.38%




159 bps

62 bps

12 bps

3 bps

(100 bps)

(27 bps)

Sep-22Net profitDividends

(net of DRP)

APRA

revised

capital

framework

RWA

movement

Capital

deductions

and other

items

FX

translation

impacts

Sep-23

Westpac’s Level 2 CET1 capital ratio was 12.38% at 30 September 2023, 109 basis points higher than 30 September 2022.

Key movements include:

• 2023 net profit: 159 basis points increase;

• Payment of the 2022 final dividend (net of DRP) and the 2023 interim dividend: 100 basis points reduction;

• APRA’s revised capital framework: 62 basis points addition on implementation;

• RWA movement: 12 basis points increase mainly from a reduction in non-credit RWA driven by lower Operational and

Interest Rate in the Banking Book (IRRBB) RWA;

• Capital deductions and other capital movements: reduced the ratio by 27 basis points. The main drivers were:

–Higher deductions for capitalised software and expenditure, 17 basis point decrease;

–Higher deduction for deferred tax assets, 9 basis points decrease; and

–Other capital deductions, 1 basis point decrease; and

• Foreign currency impacts added 3 basis point1 mainly from the depreciation of the A$ against the NZ$.

The net profit and capital deductions outlined above included the divestment of AAML of 10 basis points.

Westpac’s Level 1 CET1 capital ratio was 12.62% at 30 September 2023, 127 basis points higher than 30 September 2022

with movements mostly in line with Level 2 and a slightly higher impact from the revised capital framework as Level 1

excludes New Zealand.

1. Reflecting the net impact of movements in the foreign currency translation reserve and RWA.

WESTPAC GROUP 2023 ANNUAL REPORT
126

Group performance

Additional Tier 1 and Tier 2 capital movement for First Half 2023

During the year the Group issued A$2.9 billion of Tier 2 capital instruments and redeemed A$1.2 billion of Tier 2

instruments. The net impact of these transactions was an increase in total capital of approximately 38 basis points. There

were no Additional Tier 1 capital instruments issued.

On 2 December 2021, APRA announced a requirement for domestic systemically important banks (D-SIBs) including

Westpac, to increase total capital requirements by 4.5 percentage points of RWA to meet additional loss absorbing

capacity. This includes an interim total capital requirement of 16.75% from 1 January 2024 and a final total capital

requirement from 1 January 2026 of 18.25%. The increase in total capital is expected to be met through additional Tier 2

capital1.

Leverage ratio

The leverage ratio represents the amount of Tier 1 capital relative to exposure

2

. At 30 September 2023, Westpac’s

leverage ratio was 5.50%, down 11 basis points from 30 September 2022 mostly due to the increase in total exposures

under the revised capital framework which was partly offset by higher Tier 1 capital.

Internationally comparable capital ratios

APRA’s capital adequacy requirements are more conservative than those of the Basel Committee on Banking Supervision,

leading to lower reported capital ratios when compared to international peers.

The Group’s international comparable capital ratios have been calculated using the methodology outlined in the Australian

Banking Association study released on 10 March 2023. Prior periods have not been restated and capital ratios are reported

under the APRA study published in July 2015.

%202320222021

% Mov’t

2023

- 2022

Internationally comparable capital ratios

CET1 capital ratio 18.73% 17.57% 18.17% 116 bps

Tier 1 capital ratio 21.76% 20.57% 21.23% 119 bps

Total regulatory capital ratio 29.87% 27.75 % 26.61% 212 bps

Leverage ratio 5.98% 6.00% 6.59%(2 bps)

1. Within Westpac’s funding, this increase in total capital is likely to be offset by a decrease in long-term wholesale funding.

2. As defined under Attachment D of APS110: Capital Adequacy.

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Risk Weighted Assets (RWA)

The credit asset classes under APRA’s current capital framework do not align to prior period categories, and therefore

prior period RWA’s have not been included in the table below.

$m202320222021

% Mov’t

2023

- 2022

Credit risk:

Corporate 24,818

Business lending 23,860

Property finance 30,416

Large corporate 20,570

Sovereign 2,143

Financial institution 13,457

Residential mortgages 112,948

Australian credit cards 3,712

Other retail 4,607

Small business 17,040

Specialised lending 3,065

Securitisation 7,661

Standardised 28,813

New Zealand

1

46,648

Total credit risk 339,758 362,098 357,295 (6)

Market risk 11,538 9,290 6,662 24

Operational risk 55,175 59,063 55,875 (7)

Interest rate risk in the banking book (IRRBB) 40,138 42,782 11,446 (6)

Other 4,809 4,387 5,372 10

Total risk weighted assets 451,418 477,620 436,650 (5)

Total RWA decreased by 5.5% to $451.4 billion over the year from both lower credit and non-credit RWA.

Credit RWA decreased by $22.3 billion. Key movements include:

• A $23.7 billion reduction in credit RWA on implementation of the revised capital framework. Key drivers were:

–Property Finance: Internal modelling reduced the risk weight of property finance. These exposures were formerly

calculated using the IRB slotting approach;

–Mortgages: Revisions to mortgage models reduced RWA, although additional capital was required for higher risk

segments, including standardised risk weights for some exposures; and

–Off-balance sheet exposures: EAD reduction mainly related to changes in CCFs for non-retail exposures;

• A $5.6 billion decrease mostly due to data refinements related to Financial Institutions, Business Lending and

Property Finance;

• A $2.1 billion decrease from counterparty credit risk and mark-to-market related credit risk primarily due to decreases

in the mark-to-market value of derivatives from changes in underlying foreign currency rates;

• A $5.7 billion increase from higher lending mainly in Corporate lending;

• A $1.3 billion increase from deteriorating credit quality largely reflecting an increase in delinquencies in Residential

Mortgages and New Zealand partially offset by a reduction in impaired exposures in Corporate and Business Lending;

and

• A $2.2 billion increase from foreign currency translation impacts, predominantly the depreciation of the A$ against the NZ$.

Non-credit RWA decreased by $3.9 billion. Key movements include:

• Operational RWA: $3.9 billion decrease mainly from the Standardised Measurement Approach (SMA) annual updated

calculations driven mostly by lower operational losses and a decrease in indemnities provided as part of the exit of

non-core businesses that have been settled;

• IRRBB RWA: $2.6 billion decrease. Key drivers were:

–$4.8 billion lower regulatory embedded loss; and

–$2.2 billion increase in the repricing and yield curve outcome from the underlying banking book position; and

• Market RWA: $2.2 billion increase from a combination of market risk exposure changes and higher market volatility.

1. Includes credit and securitisation exposures regulated under RBNZ prudential requirements.

WESTPAC GROUP 2023 ANNUAL REPORT
128

Group performance

Capital adequacy

$m202320222021

% Mov’t

2023

- 2022

Tier 1 capital

CET1 capital

Paid up ordinary capital 39,826 39,666 41,601 -

Treasury shares(759)(712)(663) 7

Equity based remuneration 1,929 1,843 1,753 5

Foreign currency translation reserve(171)(537)(266)(68)

Accumulated other comprehensive income(221) 28 402 large

Non-controlling interests - other 44 57 57 (23)

Retained earnings 31,436 29,063 28,813 8

Less retained earnings in life and general insurance, funds management and

securitisation entities(369)(300)(1,118) 23

Deferred fees 334 300 238 11

Total CET1 capital 72,049 69,408 70,817 4

Deductions from CET1 capital

Goodwill (excluding funds management entities)(7,940)(7,914)(8,060)-

Deferred tax assets(2,144)(1,746)(2,429) 23

Goodwill in life and general insurance, funds management and securitisation entities(149)(204)(209)(27)

Capitalised expenditure(2,375)(2,148)(1,951) 11

Capitalised software(2,797)(2,263)(1,840) 24

Investments in subsidiaries not consolidated for regulatory purposes(76)(316)(2,044)(76)

Regulatory expected downturn loss in excess of eligible provisions- (144)(225)(100)

Securitisation(16)- - -

Defined benefit superannuation fund surplus(217)(219)(64)(1)

Equity investments(228)(187)(163) 22

Regulatory adjustments to fair value positions(222)(324)(24)(31)

Total deductions from CET1 capital(16,164)(15,465)(17,009) 5

Total CET1 capital after deductions 55,885 53,943 53,808 4

Additional Tier 1 capital

Basel III complying instruments 10,037 10,021 10,180 -

Total Additional Tier 1 capital 10,037 10,021 10,180 -

Deductions from Additional Tier 1 capital

Holdings of own and other financial institutions Additional Tier 1 capital instruments(46)(25)(25) 84

Total deductions from Additional Tier 1 capital(46)(25)(25) 84

Net Additional Tier 1 regulatory capital 9,991 9,996 10,155 -

Net Tier 1 regulatory capital 65,876 63,939 63,963 3

Tier 2 capital

Basel III complying instruments 25,740 23,791 18,228 8

Basel III transitional instruments- - 487 -

Eligible general reserve for credit loss 1,051 411 51 156

Total Tier 2 capital 26,791 24,202 18,766 11

Deductions from Tier 2 capital

Investments in subsidiaries not consolidated for regulatory purposes- - (140)-

Holdings of own and other financial institutions Tier 2 capital instruments(370)(243)(221) 52

Total deductions from Tier 2 capital(370)(243)(361) 52

Net Tier 2 regulatory capital 26,421 23,959 18,405 10

Total regulatory capital 92,297 87,898 82,368 5

Risk weighted assets 451,418 477,620 436,650 (5)

CET1 capital ratio 12.38% 11.29% 12.32% 109 bps

Additional Tier 1 capital ratio 2.21% 2.10% 2.33% 11 bps

Tier 1 capital ratio 14.59% 13.39% 14.65% 120 bps

Tier 2 capital ratio 5.86% 5.01% 4.21% 85 bps

Total regulatory capital ratio 20.45% 18.40% 18.86% 205 bps

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Dividends

202320222021

% Mov’t

2023

- 2022

Ordinary dividend - Interim (cents per share)70 61 58 15

Ordinary dividend - Final (cents per share)72 64 60 13

Total ordinary dividend142 125 118 14

Payout ratio

1

69.20% 76.79% 79.25%large

Adjusted franking credit balance ($m)3,520 3,298 3,857 7

The Board has determined a final fully franked dividend of 72 cents per share, to be paid on 19 December 2023 to

shareholders on the register at the record date of 10 November 2023. The 2023 final dividend represents a payout ratio

of 69.20%. In addition to being fully franked, the dividend will also carry NZ$0.07 in New Zealand imputation credits that

may be used by New Zealand tax residents.

The Board has determined to satisfy the DRP for the 2023 final ordinary dividend by arranging for the purchase of

shares in the market by a third party. The market price used to determine the number of shares issued under the DRP will

be set over the 15 trading days commencing 15 November 2023, with no discount applied.

Capital deduction for regulatory expected credit loss

For capital adequacy purposes APRA requires the amount of regulatory expected credit losses in excess of eligible

provisions to be deducted from CET1 capital. The table below shows the calculation of this capital deduction.

$m202320222021

% Mov’t

2023

- 2022

Provisions associated with eligible portfolios

Total provisions for expected credit losses 4,941 4,635 5,007 7

plus provisions associated with partial write-offs 292 377 40 (23)

less ineligible provisions

2

(192)(143)(104) 34

Total eligible provisions 5,041 4,869 4,943 4

Regulatory expected downturn loss 4,078 4,690 5,168 (13)

Excess/(shortfall) in eligible provisions compared to regulatory expected downturn loss 963 179 (225)large

CET1 capital deduction for regulatory expected downturn loss in excess of eligible

provisions

3

- (144)(225)(100)

1. Payout ratio excludes the dividend component of completed off-market share buy-back announced on 14 February 2022.

2. Provisions associated with portfolios subject to the Basel standardised approach to credit risk are not eligible.

3. Regulatory expected loss is calculated for portfolios subject to the Basel advanced capital IRB approach to credit risk. The comparison

between regulatory expected loss and eligible provisions is performed separately for defaulted and non-defaulted exposures.

WESTPAC GROUP 2023 ANNUAL REPORT
130

Segment reporting

Segment reporting

In 2023, the Group has changed its internal and external reporting from reporting cash earnings to reporting statutory

net profit. Internally, Westpac separately identifies the impact of Notable Items on income and expenses and includes a

sub-total titled “Pre-provision profit”. Pre-provision profit represents profit before impairment charges and income tax

expenses.

As segment reporting is to be consistent with the reporting internally to the Group’s key decision makers, the segment

reporting below reflects this basis of preparation and prior period balances have been restated.

$mConsumerBusiness

Consumer

and

Business

Banking

Westpac

Institutional

Bank

Westpac

New

Zealand

1


(A$)

Specialist

Businesses

Group

BusinessesGroup

2023

Net interest income 8,966 4,238 13,204 1,525 2,317 429 939 18,414

Non-interest income 568 315 883 1,366 240 650 (11) 3,128

Notable Items- (78)(78)- - 233 (52) 103

Net operating income 9,534 4,475 14,009 2,891 2,557 1,312 876 21,645

Operating expenses(4,763)(1,867)(6,630)(1,308)(1,186)(547)(561)(10,232)

Notable Items(202)(19)(221)(15)(9)(60)(155)(460)

Total operating expenses(4,965)(1,886)(6,851)(1,323)(1,195)(607)(716)(10,692)

Pre-provision profit 4,569 2,589 7,158 1,568 1,362 705 160 10,953

Impairment (charges)/benefits(200)(263)(463)(87)(124) 27 (1)(648)

Profit before income tax (expense)/

benefit 4,369 2,326 6,695 1,481 1,238 732 159 10,305

Income tax (expense)/benefit and NCI

2

(1,317)(698)(2,015)(420)(351)(127)(197)(3,110)

Net profit/(loss) 3,052 1,628 4,680 1,061 887 605 (38) 7,195

Net profit includes impact of:

Notable Items (post tax)

2

(148)(68)(216)(10)(7) 207 (147)(173)

Profit/(loss) attributable to

businesses sold

3

- - - - - 131 - 131

2022

Net interest income 8,985 3,027 12,012 1,110 2,107 474 903 16,606

Non-interest income 612 332 944 1,146 279 860 70 3,299

Notable Items- - - - 120 (1,011) 592 (299)

Net operating income 9,597 3,359 12,956 2,256 2,506 323 1,565 19,606

Operating expenses(4,623)(1,899)(6,522)(1,188)(1,072)(683)(716)(10,181)

Notable Items(66)- (66)- - (365)(190)(621)

Total operating expenses(4,689)(1,899)(6,588)(1,188)(1,072)(1,048)(906)(10,802)

Pre-provision profit 4,908 1,460 6,368 1,068 1,434 (725) 659 8,804

Impairment (charges)/benefits(201)(143)(344)(85) 25 67 2 (335)

Profit before income tax (expense)/

benefit 4,707 1,317 6,024 983 1,459 (658) 661 8,469

Income tax (expense)/benefit and NCI

2

(1,416)(399)(1,815)(296)(382)(65)(217)(2,775)

Net profit/(loss) 3,291 918 4,209 687 1,077 (723) 444 5,694

Net profit includes impact of:

Notable Items (post tax)

2

(47)- (47)- 119 (1,226) 280 (874)

Profit/(loss) attributable to

businesses sold

3

- - - - 18 168 - 186

1. Refer to Section 2.8.4 for the Westpac New Zealand NZ$ segment reporting.

2. Includes tax benefits on Notable Items of $184 million in 2023 (2022: $46 million, 2021: $57 million).

3. Refer to Section 4.13 for further details.

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$mConsumerBusiness

Consumer

and

Business

Banking

Westpac

Institutional

Bank

Westpac

New

Zealand

1


(A$)

Specialist

Businesses

Group

BusinessesGroup

2021

Net interest income 9,483 2,810 12,293 925 2,022 512 835 16,587

Non-interest income 521 352 873 1,329 334 1,264 40 3,840

Notable Items- 178 178 - (49) 181 485 795

Net operating income 10,004 3,340 13,344 2,254 2,307 1,957 1,360 21,222

Operating expenses(4,757)(2,168)(6,925)(1,418)(1,039)(846)(736)(10,964)

Notable Items(141)(54)(195)(1,193)(23)(640)(296)(2,347)

Total operating expenses(4,898)(2,222)(7,120)(2,611)(1,062)(1,486)(1,032)(13,311)

Pre-provision profit 5,106 1,118 6,224 (357) 1,245 471 328 7,911

Impairment (charges)/benefits 184 425 609 (162) 79 66 (2) 590

Profit before income tax (expense)/

benefit 5,290 1,543 6,833 (519) 1,324 537 326 8,501

Income tax (expense)/benefit and NCI

2

(1,583)(466)(2,049)(14)(376)(375)(229)(3,043)

Net profit/(loss) 3,707 1,077 4,784 (533) 948 162 97 5,458

Net profit includes impact of:

Notable Items (post tax)

2

(105) 85 (20)(991)(54)(540) 110 (1,495)

Profit/(loss) attributable to

businesses sold

3

- - - - 39 450 - 489

1. Refer to Section 2.8.4 for the Westpac New Zealand NZ$ segment reporting.

2. Includes tax benefits on Notable Items of $184 million in 2023 (2022: $46 million, 2021: $57 million).

3. Refer to Section 4.13 for further details.

WESTPAC GROUP 2023 ANNUAL REPORT
132

Segment reporting

Businesses sold

The table below shows the profit/(loss) attributable to businesses sold on the segments by the relevant period.

Further details are provided in Section 4.13.


$mConsumer Business

Consumer

and

Business

Banking

Westpac

Institutional

Bank

Westpac

New

Zealand

(A$)

Specialist

Businesses

Group

BusinessesGroup

2023

Net interest income- - - - - - - -

Non-interest income- - - - - 140 - 140

Net operating income - - - - - 140 - 140

Operating expenses- - - - - 46 - 46

Pre-provision profit- - - - - 186 - 186

Impairment (charges)/benefits- - - - - - - -

Profit before income tax (expense)/

benefit- - - - - 186 - 186

Income tax (expense)/benefit and NCI- - - - - (55)- (55)

Net profit- - - - - 131 - 131

2022

Net interest income- - - - - 6 - 6

Non-interest income- - - - 28 364 - 392

Net operating income - - - - 28 370 - 398

Operating expenses- - - - (3)(124)- (127)

Pre-provision profit- - - - 25 246 - 271

Impairment (charges)/benefits- - - - - 7 - 7

Profit before income tax (expense)/

benefit- - - - 25 253 - 278

Income tax (expense)/benefit and NCI- - - - (7)(85)- (92)

Net profit- - - - 18 168 - 186

2021

Net interest income- - - - - 39 - 39

Non-interest income- - - - 58 802 - 860

Net operating income - - - - 58 841 - 899

Operating expenses- - - - (4)(237)- (241)

Pre-provision profit- - - - 54 604 - 658

Impairment (charges)/benefits- - - - - 29 - 29

Profit before income tax (expense)/

benefit- - - - 54 633 - 687

Income tax (expense)/benefit and NCI- - - - (15)(183)- (198)

Net profit- - - - 39 450 - 489

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2.8.1 Consumer

The Consumer segment provides a full range of banking products and services to customers in Australia through three

lines of business consisting of mortgages, consumer finance and deposits. Products and services are provided through

a portfolio of brands comprising Westpac, St.George, BankSA, Bank of Melbourne and RAMS using digital channels and

branches.

$m202320222021

% Mov’t

2023

- 2022

Net interest income 8,966 8,985 9,483 -

Non-interest income 568 612 521 (7)

Net operating income 9,534 9,597 10,004 (1)

Operating expenses(4,763)(4,623)(4,757) 3

Notable Items(202)(66)(141)large

Total operating expenses(4,965)(4,689)(4,898) 6

Pre-provision profit 4,569 4,908 5,106 (7)

Impairment (charges)/benefits(200)(201) 184 -

Profit before income tax expense 4,369 4,707 5,290 (7)

Income tax expense and NCI(1,317)(1,416)(1,583)(7)

Net profit 3,052 3,291 3,707 (7)

Notable Items (post tax)(148)(47)(105)large

Expense to income ratio (Ex Notable Items) 49.96% 48.17% 47.55% 179 bps

Net interest margin (Ex Notable Items) 2.06% 2.13% 2.30%(7 bps)

$bn202320222021

% Mov’t

2023

- 2022

Customer deposits

Transactions 33.0 40.5 37.1 (19)

Savings 154.9 123.9 127.6 25

Term 63.9 62.2 50.2 3

Mortgage offsets 56.6 54.0 51.5 5

Total customer deposits 308.4 280.6 266.4 10

Loans

Mortgages 485.6 467.6 455.7 4

Other 8.9 8.9 8.8 -

Provisions(1.8)(1.9)(1.8)(5)

Total loans 492.7 474.6 462.7 4

Deposit to loan ratio 62.59% 59.12% 57.58% 347 bps

Total assets 504.9 486.9 474.8 4

TCE 580.4 564.4 551.8 3

Average interest earning assets 435.2 422.7 411.7 3

Average allocated capital 25.9 25.2 24.8 3

Credit quality

Impairment charges/(benefits) to average loans 0.04% 0.04%(0.04%)-

Mortgage 90+ day delinquencies 0.86% 0.75% 1.07% 11 bps

Other consumer loans 90+ day delinquencies 1.01% 1.35% 1.60%(34 bps)

Total stressed exposures to TCE 0.88% 0.68% 0.98% 20 bps

WESTPAC GROUP 2023 ANNUAL REPORT
134

Segment reporting

Net profit declined by 7% to $3,052 million as 7% growth in the First Half 2023 was offset by the 27% fall in net profit in

the Second Half.

Pre-provision profit reduced by 7% to $4,569 million. Excluding Notable Items mostly associated with restructuring

charges and the branch transformation program, pre-provision profit declined by 4% to $4,771 million. This reflected a

contraction in operating income of 1% and an increase in operating expenses of 3%. Operating income was lower due

to continued net interest margin reduction, mainly in mortgages, which more than offset volume growth. Operating

expenses increased due to the combined impacts of inflationary pressures on wages and vendor services, and higher

software amortisation.

Net interest income

flat

• Net loans increased by 4% to $492.7 billion. Mortgage growth of 4%, driven mainly by

variable owner occupied mortgages, reflected 0.8x APRA’s housing credit system growth.

During the year, $70 billion of fixed rate mortgages expired, of which most were retained

and reverted to variable rate loans. Variable rate mortgages now account for 76% of

mortgages, still below pre-COVID levels but up from 63% in the prior year;

• Deposits were up 10% to $308.4 billion, growing at 1.3x APRA’s household deposit system.

The growth reflected an improved customer proposition. Higher interest rates impacted

customer preference, resulting in a reduction in transaction balances and shift towards

higher-yielding savings accounts and to a lesser extent term deposits. Mortgage offset

balances increased 5% to $56.6 billion as customers reverted to variable rate mortgages

which benefit from deposit offset features;

• With deposit growth significantly exceeding loan growth, the deposit to loan ratio

improved to 62.6%; and

• The net interest margin declined 7 basis points. A 2 basis points increase in the First Half

more was more than offset by a 24 basis point decrease in the Second Half. The decline in

net interest margin was mainly due to the impact of repricing to retain existing mortgage

borrowers and competition for new lending. This was partly offset by wider deposit

spreads in the First Half and higher returns on capital balances over the year. Deposit

spreads declined in the Second Half due to the mix shift towards lower margin savings

accounts and rising competition for term deposits.

Non-interest income

down 7%

• Non-interest income declined 7% to $568 million reflecting:

–The non-recurrence of a $25 million milestone payment received from the distribution

agreement for general insurance in the prior year;

– Lower cards income; and

– Lower share trading income from lower market activity.

Expenses

up 6%

• Operating expenses increased by 6% to $4,965 million. Excluding Notable Items of

$202 million, operating expenses were up 3%. Main contributors included:

–Higher wage and vendor services inflation and resourcing to support customer

outcomes; and

– Increased amortisation costs as projects completed.

• These higher expenses were partly offset by the benefits of Cost Reset outcomes including

a smaller corporate footprint, and a reduction in branches and proprietary-owned ATMs.

Impairment charge of

$200 million

• Impairment charges were 4 basis points of average loans, in line with the prior year.

The charge was driven by write-offs and new IAP, which were partly offset by a CAP

benefit. The CAP benefit was driven by a reduction in overlays which more than offset the

deteriorating credit risk metrics in the mortgage portfolio; and

• Stressed exposure to TCE deteriorated by 20 basis points to 0.88% compared to the

prior year. Mortgage 90+ delinquencies increased 11 basis points to 0.86% reflecting

higher mortgage rates and cost of living pressures. Positively, other consumer 90+ day

delinquencies decreased 34 basis points to 1.01% reflecting an uplift in collection practices

and a resumption in write-off activity.

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2.8.2 Business

The Business segment provides services and products to Australian small to medium businesses including commercial

and agribusiness customers. It offers business lending, generally up to $200 million in exposure, merchant services using

eCommerce solutions and transaction banking services. Business also includes Private Wealth, supporting needs of high-

net-worth individuals. It operates under the Westpac, St.George, and Bank of Melbourne brands.

$m202320222021

% Mov’t

2023

- 2022

Net interest income 4,238 3,027 2,810 40

Non-interest income 315 332 352 (5)

Notable Items(78)- 178 -

Net operating income 4,475 3,359 3,340 33

Operating expenses(1,867)(1,899)(2,168)(2)

Notable Items(19)- (54)-

Total operating expenses(1,886)(1,899)(2,222)(1)

Pre-provision profit 2,589 1,460 1,118 77

Impairment (charges)/benefits(263)(143) 425 84

Profit before income tax expense 2,326 1,317 1,543 77

Income tax expense and NCI(698)(399)(466) 75

Net profit 1,628 918 1,077 77

Notable Items (post tax)(68)- 85 -

Expense to income ratio (Ex Notable Items) 41.01% 56.53% 68.56%large

Net interest margin (Ex Notable Items) 4.89% 3.71% 3.55% 118 bps

$bn202320222021

% Mov’t

2023

- 2022

Customer deposits

Transactions 51.1 59.5 57.1 (14)

Savings 38.8 44.8 45.2 (13)

Term 40.7 29.0 26.3 40

Mortgage offsets- - - -

Total customer deposits 130.6 133.3 128.6 (2)

Loans

Business 90.4 86.3 79.8 5

Provisions(1.5)(1.4)(1.4) 7

Total loans 88.9 84.9 78.4 5

Deposit to loan ratio 146.97% 157.06% 164.00%large

Total assets 91.1 8 7.1 80.6 5

TCE 116.2 111.1 102.1 5

Average interest earning assets 86.7 81.6 79.1 6

Average allocated capital 8.4 8.1 8.2 4

Credit quality

Impairment charges/(benefits) to average loans 0.30% 0.17%(0.53%) 13 bps

Business: impaired exposures to TCE 0.40% 0.52% 0.72%(12 bps)

Total stressed exposures to TCE 4.98% 5.05% 5.90%(7 bps)

WESTPAC GROUP 2023 ANNUAL REPORT
136

Segment reporting

Net profit grew 77% to $1,628 million.

Pre-provision profit increased by 77% to $2,589 million. Excluding Notable Items associated with customer remediation

and restructuring, pre-provision profit increased by 84% to $2,686 million. The growth was driven by an improvement in

operating income, with higher lending balances and higher interest rates supporting deposit spreads alongside a decline

in operating expenses following the completion of several regulatory and compliance programs.

Net interest income

up 37%

• Excluding Notable Items net interest income increased by 40% to $4,238 million;

• Net loans increased by 5% to $88.9 billion with growth predominantly in agriculture,

commercial property and diversified sectors;

• Deposits decreased by 2% to $130.6 billion reflecting lower system growth and increased

competition. There was a shift to higher yielding term deposits as interest rates increased,

which now comprise 31% of total customer deposits, up from 22% in the prior year.

Conversely, there were declines in both savings accounts and transaction accounts; and

• The net interest margin excluding Notable Items was up 118 basis points comprising of a

145 basis point increase in the First Half 2023 and a 22 basis point increase in Second Half

2023. The improvement was driven by rising interest rates that supported higher deposit

spreads and returns on both hedged deposits and capital. This was partly offset by loan

spreads continuing to narrow due to ongoing competition. The favourable impact of the

deposit spreads slowed in the Second Half as interest rates began to stabilise and the mix

shift to term deposits increased.

Non-interest income

down 5%

• Non-interest income decreased by 5% to $315 million due to ongoing fee simplification.

Merchants income was also lower due to higher terminal amortisation following the

migration to new terminals.

Expenses

down 1%

• Operating expenses declined by 1% to $1,886 million. Excluding Notable Items of

$19 million related to customer remediation and restructuring, operating expenses were

down 2% due to:

– The completion of several regulatory and compliance programs; and

– Benefits of a simpler organisational structure, primarily in head office functions.

Impairment charge of

$263 million

• The impairment charge was 30 basis points of average loans compared to 17 basis points

in the prior year. The charge reflected higher CAP due to updated economic forecasts

including a higher cash rate and a steeper commercial property price correction. This was

partly offset by the release of a portion of the construction overlay that is now reflected in

modelled outcomes; and

• Credit quality metrics improved with stressed exposures to TCE down 7 basis points to

4.98%, mostly due to balance sheet growth. There was a small increase in watchlist and

substandard exposures, in the commercial property and the agriculture sectors.

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2.8.3 Westpac Institutional Bank (WIB)

The Westpac Institutional Bank (WIB) comprises three lines of business: Corporate & Institutional Bank (CIB),

Global Transaction Services (GTS) and Financial Markets (FM). It services predominantly corporate, institutional and

government clients. CIB uses dedicated industry relationship and specialist product teams to support clients’ lending

needs. GTS is responsible for the provision of payments and liquidity management solutions to WIB’s clients and the

group’s domestic and international payments infrastructure. FM provides a range of risk management, investment and

debt capital markets solutions to WIB clients and access to financial markets products for consumer and business

customers. Clients are supported throughout Australia and via branches and subsidiaries located in New Zealand, New

York, London, Frankfurt and Singapore.

$m202320222021

% Mov’t

2023

- 2022

Net interest income 1,525 1,110 925 37

Non-interest income 1,366 1,146 1,329 19

Net operating income 2,891 2,256 2,254 28

Operating expenses(1,308)(1,188)(1,418) 10

Notable Items(15)- (1,193)-

Total operating expenses(1,323)(1,188)(2,611) 11

Pre-provision profit 1,568 1,068 (357) 47

Impairment (charges)/benefits(87)(85)(162) 2

Profit before income tax expense 1,481 983 (519) 51

Income tax expense and NCI(420)(296)(14) 42

Net profit 1,061 687 (533) 54

Notable Items (post tax)(10)- (991)-

Expense to income ratio (Ex Notable Items) 45.24% 52.66% 62.91%large

Net interest margin (Ex Notable Items) 1.50% 1.26% 1.25% 24 bps

$bn202320222021

% Mov’t

2023

- 2022

Customer deposits

Transactions and others 63.5 65.8 59.2 (3)

Savings 10.3 10.7 11.9 (4)

Term 41.3 40.1 28.2 3

Total customer deposits 115.1 116.6 99.3 (1)

Loans

Loans 92.9 85.5 68.3 9

Provisions(0.3)(0.3)(0.6)-

Total loans 92.6 85.2 67.7 9

Deposit to loan ratio 124.37% 136.83% 146.64%large

Total assets 106.3 106.1 82.8 -

TCE 207.4 199.3 179.7 4

Average interest earning assets 101.7 88.2 73.9 15

Average allocated capital 8.5 7.8 7.8 9

Credit quality

Impairment charges to average loans 0.10% 0.11% 0.25%(1 bps)

Impaired exposures to TCE 0.04% 0.10% 0.29%(6 bps)

Total stressed exposures to TCE 0.58% 0.35% 0.64% 23 bps

WESTPAC GROUP 2023 ANNUAL REPORT
138

Segment reporting

Net operating income contribution

$m202320222021

% Mov’t

2023

- 2022

Lending and deposit income 2,006 1,712 1,508 17

Sales and risk management income 887 696 741 27

Derivative valuation adjustment 56 (31) 98 large

Other

1

(58)(121)(93)(52)

Net operating income contribution 2,891 2,256 2,254 28

Net profit was up 54% to $1,061 million.

Pre-provision profit increased by 47% to $1,568 million, driven by a 28% increase in net operating income which was

partly offset by an 11% growth in operating expenses. Excluding Notable Items associated with restructuring charges,

pre-provision profit rose by 48% to $1,583 million. The improvement in operating income reflected balance sheet growth,

higher interest rates which supported deposit and loan spreads, and an improved Financial Markets performance. The

increase in operating expenses reflected both higher software amortisation and staff costs.

Net interest income

up 37%

• Net loans increased by 9% to $92.6 billion. Growth was in our target sectors of property,

health and energy. First Half loans were impacted by borrowers bringing forward

refinancing in the prior financial year. Lending activity increased in the Second Half

primarily due to deepening relationships with existing customers.

• Deposits decreased by 1% to $115.1 billion, largely due to a reduction in transaction

balances. Clients used cash held in transaction accounts to both pay down debt and

redistribute it into higher yielding assets in response to higher interest rates. The deposit

mix shifted towards term deposits, which accounted for 36% of total deposits, up from

34% in the prior year; and

• The net interest margin, up 24 basis points, benefited from higher interest rates supporting

loan and deposit spreads and returns on capital, as well as improved Markets income. This

was partly offset by higher wholesale funding and liquidity costs.

Non-interest income

up 19%

• Non-interest income increased by 19% to $1,366 million as deepening relationships resulted

in more activity from existing clients. The result was also supported by the $97 million

positive impact from derivative valuation adjustments (DVA), which benefited from tighter

counterparty credit spreads. Excluding the DVA benefit, non-interest income increased by

10% due to:

– Improved Markets income from higher customer sales volumes in credit and foreign

exchange products, reflecting franchise improvements and favourable market

conditions, along with tighter credit spreads;

–Increased origination and syndication fees reflecting elevated activity; and

–Higher unused credit facility fees from increased lending activity.

Expenses

up 11%

• Expenses excluding Notable Items increased 10% to $1,308 million reflecting:

– Inflationary pressures impacting staff costs and expenses for third party vendor

services; and

– Higher software amortisation costs.

• Savings from Cost Reset outcomes partly offset a portion of the higher expenses.

• The investment mix shifted towards growth and productivity with the development of the

new payments platform offsetting risk related programs nearing their closure.

Impairment charge of

$87 million

• The impairment charge to average loans was 10 basis points, compared to a charge of 11

basis points in the prior year. The charge was driven by higher CAP charge reflecting an

increase in customers entering watchlist. New IAP were very low despite challenges in the

operating environment.

• Stressed exposures to TCE deteriorated by 23 basis points to 0.58%, reflecting an increase

in watchlist loans mostly related to a small number of single names. Impaired exposure to

TCE declined by 6 basis points.

1. Includes capital benefit and the Bank Levy.

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2.8.4 Westpac New Zealand

Westpac New Zealand provides banking and wealth products and services for consumer, business and institutional

customers in New Zealand.

All figures are in NZ $ unless noted otherwise.

NZ$m202320222021

% Mov’t

2023

- 2022

Net interest income 2,514 2,280 2,154 10

Non-interest income 260 306 358 (15)

Notable Items- 127 (53)(100)

Net operating income 2,774 2,713 2,459 2

Operating expenses(1,285)(1,158)(1,109) 11

Notable Items(10)- (23)-

Total operating expenses(1,295)(1,158)(1,132) 12

Pre-provision profit 1,479 1,555 1,327 (5)

Impairment (charges)/benefits(135) 27 84 large

Profit before income tax expense 1,344 1,582 1,411 (15)

Income tax expense and NCI(381)(414)(401)(8)

Net profit 963 1,168 1,010 (18)

Notable Items (post tax)(7) 127 (57)large

Profit/(loss) attributable to businesses sold- 19 43 (100)

Expense to income ratio (Ex Notable Items) 46.32% 44.78% 44.15% 154 bps

Net interest margin (Ex Notable Items) 2.11% 2.00% 2.03% 11 bps

NZ$bn202320222021

% Mov’t

2023

- 2022

Customer deposits

Transactions and others 21.4 24.4 26.0 (12)

Savings 19.9 21.2 21.6 (6)

Term 38.5 32.3 28.3 19

Total customer deposits 79.8 77.9 75.9 2

Loans

Mortgages 65.8 63.8 60.9 3

Business 32.8 32.2 31.0 2

Other 1.2 1.2 1.2 -

Provisions(0.5)(0.4)(0.5) 25

Total loans 99.3 96.8 92.6 3

Deposit to loan ratio 80.36% 80.48% 81.97%(12 bps)

Total assets 121.8 118.9 112.4 2

TCE 147.1 144.6 136.7 2

Liquid assets 19.2 18.4 15.8 4

Average interest earning assets 119.0 113.8 105.9 5

Average allocated capital 7.9 7.2 6.9 10

Total funds 11.4 10.9 12.0 5

Credit quality

Impairment charges/(benefits) to average loans 0.14%(0.03%)(0.09%)large

Mortgage 90+ day delinquencies 0.33% 0.22% 0.30% 11 bps

Other consumer loans 90+ day delinquencies 0.92% 1.03% 1.65%(11 bps)

Impaired exposures to TCE 0.06% 0.06% 0.11%-

Total stressed exposures to TCE 1.49% 0.97% 1.19% 52 bps

WESTPAC GROUP 2023 ANNUAL REPORT
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Segment reporting

Net profit decreased 18% to $963 million due to lower pre-provision profit and higher loan impairment charges.

Pre-provision profit decreased 5% to $1,479 million. Both periods were impacted by Notable Items with the gain on sale

of the life insurance business in Full Year 2022 the largest item. Excluding Notable Items, pre-provision profit increased

4% with operating income up 7%, reflecting higher net interest margins and balance sheet growth. This more than offset

an 11% increase in operating expenses due to inflationary impacts, delivery of program to comply with Reserve Bank of

New Zealand (RBNZ) outsourcing policy and investment in technology foundations.

Net interest income

up 10%

• Net loans increased 3% to $99.3 billion supported by mortgage growth at 0.8x RBNZ’s

lending system. Housing growth slowed in the Second Half reflecting the decision

to manage the margin and volume trade-off in a highly competitive market. Growth

was driven by fixed rate owner occupied mortgages. The variable book declined as

customers preferred the certainty of fixed rates in a rising rate environment. Business

loans increased by 2% to $32.8 billion with growth in Institutional across a number of

sectors.

• Deposits grew by 2% to $79.8 billion as reductions in transaction and savings accounts

were more than offset by growth in term deposits. Term deposits grew as customer

preferences continued to shift towards higher rate accounts as interest rates increased.

Switching slowed in the Second Half as the perception that rates have peaked increased,

and the level of term deposits reached 48%, close to the long-run historical average of

~50%.

• The net interest margin was up 11 basis points with rising interest rates improving deposit

spreads and returns on capital balances. Loan spreads continued to decline due to

an intensely competitive mortgage market. The impact of both deposit spreads and

mortgage competition slowed in the Second Half as interest rates began to stabilise.

Non-interest income

down 15%

• The 15% reduction in non-interest income to $260 million was due to:

– The loss of income following the divestment of the life insurance business in Full Year

2022; and

– Lower card income of $22 million from a reduction in interchange fees reflecting

regulatory changes which came into effect in November 2022.

Expenses

up 12%

• Operating expenses increased 12% to $1,295 million. Excluding Notable Items, operating

expenses increased 11% to $1,285 million. Movements included:

– Higher investments in risk and regulatory projects, mainly to comply with the RBNZ’s

outsourcing policy;

– A 4% increase in FTE to support these projects and the continued strengthening of

technology foundations; and

– Inflationary pressures from both wage increases and increased supplier costs.

Impairment charge of

$135 million

• The impairment charge was 14 basis points of average loans compared to a 3 basis

points benefit in the prior year. The charge reflected higher CAP due to emerging stress

in the portfolio and a deterioration in the economic outlook.

• Stressed exposures to TCE increased 52 basis points due to credit migration of

exposures to watchlist and substandard along with an 11 basis points deterioration in 90+

day mortgage delinquencies. The impaired portion of TCE remained stable.

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Westpac New Zealand segment performance (A$ Equivalent)

Results have been translated into Australian dollars (A$) at the average exchange rates for each reporting period, 2023:

$1.0846 (2022: $1.0831 ; 2021: $1.0662). Unless otherwise stated, assets and liabilities have been translated at spot rates

as at the end of the period, 2023: $1.0738 (2022: $1.1355 ; 2021: $1.0477).

$m202320222021

% Mov’t

2023

- 2022

Net interest income 2,317 2,107 2,022 10

Non-interest income 240 279 334 (14)

Notable Items- 120 (49)(100)

Net operating income 2,557 2,506 2,307 2

Operating expenses(1,186)(1,072)(1,039) 11

Notable Items(9)- (23)-

Total operating expenses(1,195)(1,072)(1,062) 11

Pre-provision profit 1,362 1,434 1,245 (5)

Impairment (charges)/benefits(124) 25 79 large

Profit before income tax expense 1,238 1,459 1,324 (15)

Income tax expense and NCI(351)(382)(376)(8)

Net profit 887 1,077 948 (18)

Notable Items (post tax)(7) 119 (54)large

Profit/(loss) attributable to businesses sold- 18 39 (100)

Expense to income ratio (Ex Notable Items)

1

46.32% 44.78% 44.15% 154 bps

Net interest margin (Ex Notable Items)

1

2.11% 2.00% 2.03% 11 bps

$bn202320222021

% Mov’t

2023

- 2022

Customer deposits 74.3 68.6 72.5 8

Loans 92.5 85.3 88.4 8

Deposit to loan ratio

1

80.36% 80.48% 81.97%(12 bps)

Total assets 113.5 104.7 107.1 8

TCE 136.9 127.3 130.5 8

Liquid assets 17.9 16.2 15.1 10

Average interest earning assets

2

109.7 105.1 99.4 4

Average allocated capital

2

7.3 6.6 6.5 11

Total funds 10.6 9.6 11.5 10

1. Ratios calculated using NZ$.

2. Averages are converted at applicable average rates.

WESTPAC GROUP 2023 ANNUAL REPORT
142

Segment reporting

2.8.5 Specialist Businesses

Specialist Businesses was established in May 2020 by combining the operations that Westpac identified to be exited

as part of its portfolio simplification agenda. Since its formation, ten business divestments have been completed. The

merger of BT’s personal and corporate superannuation funds with Mercer Super Trust through a SFT and the sale of

its AAML business to Mercer Australia were completed earlier in the year. The remaining operations include Platforms,

Westpac Pacific, margin lending and the retail auto finance business which is in run-off. These businesses will be retained

and transferred to the management of the Business & Wealth segment from Full Year 2024.

$m202320222021

% Mov’t

2023

- 2022

Net interest income 429 474 512 (9)

Non-interest income 650 860 1,264 (24)

Notable Items 233 (1,011) 181 large

Net operating income 1,312 323 1,957 large

Operating expenses(547)(683)(846)(20)

Notable Items(60)(365)(640)(84)

Total operating expenses(607)(1,048)(1,486)(42)

Pre-provision profit 705 (725) 471 large

Impairment (charges)/benefits 27 67 66 (60)

Profit before income tax expense 732 (658) 537 large

Income tax expense and NCI(127)(65)(375) 95

Net profit/(loss) 605 (723) 162 large

Notable Items (post tax) 207 (1,226)(540)large

Profit/(loss) attributable to businesses sold 131 168 450 (22)

Expense to income ratio (Ex Notable Items) 50.70% 51.20% 47.64%(50 bps)

Net interest margin (Ex Notable Items) 4.34% 3.57% 3.22% 77 bps

$bn202320222021

% Mov’t

2023

- 2022

Deposits 10.8 9.5 8.7 14

Loans

1

Loans 6.9 10.2 14.0 (32)

Provisions(0.2)(0.3)(0.4)(33)

Total loans 6.7 9.9 13.6 (32)

Deposit to loan ratio

1

161.75% 95.85% 64.46%large

Total funds 131.4 198.8 227.4 (34)

Average funds 166.8 217.2 214.6 (23)

Total assets 9.5 12.9 19.4 (26)

TCE 10.8 13.8 18.1 (22)

Average interest earning assets 9.9 13.3 15.9 (26)

Average allocated capital 1.7 3.7 4.6 (54)

Credit quality

Auto Finance 90 day+ delinquencies 2.99% 2.33% 1.97% 66 bps

Total stressed exposures to TCE 10.80% 9.08% 6.41% 172 bps

Net profit/(loss)

$m202320222021

% Mov’t

2023

- 2022

Businesses sold

2

131 168 450 (22)

Remaining businesses 267 335 252 (20)

Notable Items 207 (1,226)(540)large

Net profit/(loss) 605 (723) 162 large

1. Loans for 2021 are inclusive of balances classified as held for sale.

2. Full Year 2023 includes costs to prepare businesses for sale.

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Specialist Businesses reported a net profit of $605 million, compared to a loss of $723 million in the prior year.

Pre-provision profit of $705 million was $1,430 million higher than in the prior year. The improvement was due to the

impact of Notable Items which included a gain on the sale of AAML in Full Year 2023 and a loss on the sale of Australian

life insurance business and asset write-downs in Full Year 2022.

Excluding Notable Items and the impact of businesses sold, pre-provision profit decreased by 15% to $346 million. This

was a result of operating income reducing by 3% while operating expenses increased by 6%.

Net interest income

down 9%

• Excluding Notable Items and businesses sold net interest income was down 8%.

• Net loans declined 32% to $6.7 billion predominantly due to the planned auto finance

portfolio run off. A reduction in margin lending was partly offset by loan growth in

Westpac Pacific;

• Deposits were up 14% to $10.8 billion reflecting deposit growth on Platforms. Rising

interest rates resulted in customers shifting their asset allocation towards higher interest

earning term deposits; and

• The net interest margin was up 77 basis points mostly from lower funding costs in the

auto finance portfolio and wider Platforms deposit spreads.

Non-interest income

up large

• Non-interest income excluding Notable Items and the impact of businesses sold

increased 3%. Key drivers included:

– Growth in transaction fees and trading income in Westpac Pacific benefiting from

improved economic activity and more favourable FX translation impacts;

– Increased contributions from Platforms, due to higher duration cash revenue, was

partly offset by lower funds under administration; and

– Lower Auto Finance fees reflecting the continued run-off in loan balances.

Expenses

down 42%

• Operating expenses excluding Notable Items reduced by 20% including the impact of

businesses sold. Operating expenses of the remaining businesses were up 6% due to

unfavourable FX translation impact and increased inflation.

Impairment benefit of

$27 million

• The impairment benefit of $27 million compared to an impairment benefit of $67 million

in the prior year. This year’s benefit reflected continuing lower IAP and a CAP release

related to the auto finance portfolio run off; and

• Stressed exposure to TCE increased to 10.8%, impacted by the declining auto finance

portfolio balance. Excluding the auto finance portfolio, the stress ratio would be 79 basis

points lower.

Platforms, Investments and Superannuation

$bn2023InflowsOutflowsNet FlowsOther Mov’t2022

% Mov’t

2023

- 2022

Platforms 129.9 16.3 (21.8)(5.5) 14.0 121.4 7

Packaged funds 1.5 1.3 (4.0)(2.7)(36.2) 40.4 (96)

Superannuation- 1.5 (3.9)(2.4)(34.6) 37.0 (100)

Total funds 131.4 19.1 (29.7)(10.6)(56.8) 198.8 (34)

Platforms funds increased by 7% to $129.9 billion reflecting higher equity markets and dividend distributions.

Packaged funds decreased by $38.9 billion compared to 2022, primarily driven by $38.5 billion related to the sale of AAML.

Superannuation decreased by $37.0 billion primarily from the transfer of the members and benefits of BT Funds

Management Limited’s personal and corporate (non-platform) superannuation of $33.4 billion to Mercer Super Trust.

WESTPAC GROUP 2023 ANNUAL REPORT
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Segment reporting

2.8.6 Group Businesses

This segment comprises:

• Treasury, which is responsible for the management of the Group’s balance sheet including wholesale funding, capital,

and 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 Australian balance sheet and interest rate risk;

• Customer Services & Technology, which includes operations, call centres and technology. These costs are allocated to

segments across the Group;

• Corporate Services

1

, which provides shared corporate functions such as property, procurement, finance services,

corporate affairs, sustainability, and HR services. These costs are allocated to other segments across the Group; and

• Enterprise Services, which includes earnings on capital not allocated to segments, certain intra-group transactions

and gains/losses from asset sales, earnings and costs associated with the Group’s external investments, and other

head office items.

$m202320222021

% Mov’t

2023

- 2022

Net interest income 939 903 835 4

Non-interest income(11) 70 40 large

Notable Items(52) 592 485 large

Net operating income 876 1,565 1,360 (44)

Operating expenses(561)(716)(736)(22)

Notable Items(155)(190)(296)(18)

Total operating expenses(716)(906)(1,032)(21)

Pre-provision profit 160 659 328 (76)

Impairment (charges)/benefits(1) 2 (2)large

Profit before income tax expense 159 661 326 (76)

Income tax expense and NCI(197)(217)(229)(9)

Net profit/(loss)(38) 444 97 large

Notable Items (post tax)(147) 280 110 large

Treasury

$m202320222021

% Mov’t

2023

- 2022

Net interest income 574 889 838 (35)

Non-interest income 15 21 8 (29)

Notable Items(20) 553 147 large

Net operating income 569 1,463 993 (61)

Net profit 338 969 624 (65)

The Net loss of $38 million compared to a $444 million profit in the prior year.

Pre-provision profit of $160 million compared with $659 million pre-provision profit in the prior year. Excluding Notable

Items, pre-provision profit was $367 million compared with $257 million profit in the prior period.

Excluding notable items, income was down 5% or $45 million, driven by:

Net operating income

down 44%

Excluding notable items, income was down 5% or $45 million. Movement included:

• Decrease in Treasury earnings due to market volatility;

• Lower realised gains on sale of liquid assets; and

• Earnings growth on capital balances due to higher interest rates.

Operating expenses

down 21%

Excluding notable items, expenses were down 22% or $155 million. Movements included:

• Favourable employee provision movements;

• Lower consulting and third-party costs as several strategic projects completed; and

• Reduced costs for the Banking as a Service (BaaS) platform.

Income tax expense and

NCI down 9%

Income tax expense exceeded profit before income tax due to a rise in non-deductible

expenses mainly from higher interest expense on loan capital.

1. Corporate Services costs are partly allocated to other segments, while Group head office costs are retained in Group Businesses.

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Risk factoRs

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 11 and Note 21 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 a range

of factors including: 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

(including the increased occurrence of cyberattacks globally); supply chain disruptions; the prevalence of remote and

hybrid working for employees, staff of service providers, and customers; the targeting of local service providers; ongoing

and emerging geo-political tensions or wars; 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.

Adverse information security events such as data breaches, cyberattacks, espionage and/or errors are occurring at

an unprecedented pace, scale and reach. Cyberattacks and other information security breaches have the potential to

cause: financial system instability; reputational damage; serious disruption to customer banking services; economic and

non-economic losses to us, our customers, shareholders, suppliers, counterparties and others; compromise data privacy

of customers, shareholders, employees and others; and exposure to contagion risk. While we have systems in place to

protect against, detect, contain and respond to cyberattacks and other 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. Our risks may be heightened where Westpac is holding

customer data in breach of legal or regulatory obligations, and that data is compromised as part of a cyberattack or other

information security incident. We may not be able to anticipate and prevent a cyberattack or other information security

incident, or effectively respond to and/or rectify the resulting damage. Our suppliers and counterparties, and other parties

that facilitate our activities, financial platforms and infrastructure (such as payment systems and exchanges that hold data

in relation to our existing or potential customers) as well as our customers’ suppliers and counterparties are also subject to

the risk of cyberattacks and other information security breaches, which could in turn impact us. As the scale and volume of

cyberattacks increases globally, there is an increased likelihood of enforcement action from global and domestic regulators

and other action from customers or shareholders, such as class action litigation, for information security risk management

failures, for failing to protect our information assets (including customer and other data), for misleading statements made

about our information security practices or for deficiencies in our response to cyberattacks and information security

threats (including any delayed, deficient or misleading notifications).

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, 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.

Consequences of a successful cyberattack or information security breach (whether targeting Westpac or third parties)

could include: 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; increased vulnerability to fraud and scams; litigation and adverse regulatory

action including fines or penalties and increased regulatory scrutiny and enforcement action (including the imposition of

licence conditions).

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 allocate significant

resources and incur additional costs to modify or enhance our systems, investigate and remediate any vulnerabilities or

incidents and respond to changing regulatory environments (including regulatory inquiries).

WESTPAC GROUP 2023 ANNUAL REPORT
146

Risk factoRs

We could be adversely affected by legal or regulatory change

We operate in an environment of sustained legal and 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 changes may affect how we operate and have altered, and may in the future alter, the way we provide our products

and services, in some cases requiring us to change or discontinue our offerings. This includes possible future changes

in laws, regulations, policy or regulatory expectations arising from ongoing industry-wide reviews and inquiries - for

example, the ongoing Senate inquiry into regional and rural branch closures. These changes have in the past limited, and

could continue to limit, our flexibility, require us to incur substantial costs (such as costs of systems changes, the levies

associated with the Compensation Scheme of Last Resort, or if our liability for scams or operational costs relating to

scam management are increased as a result of legal or regulatory change), impact the profitability of our businesses,

require us to retain additional capital, impact our ability to pursue strategic initiatives, result in us being unable to

increase or maintain market share and/or create pressure on margins and fees. Changes to regulations in relation to

cyber, data, privacy, fraud and scams may also affect the level of threat acting in Australia.

A failure to manage legal or regulatory changes effectively and in the timeframes required 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, civil litigation, capital impacts and ultimately loss of business licences. Managing large volumes of regulatory

change simultaneously has created, and will continue to create, execution risk. While we update our technology, systems

and processes to keep pace with legal and regulatory change, these steps may not always be successful. System changes

can also increase the risk of flaws, human error or unintended consequences 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 legal and regulatory changes. Significant management attention, costs and resources may be required

to update existing, or implement new, processes to comply with such 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 compliance and conduct risks. These risks are exacerbated by the complexity and volume of

regulation, and the level of ongoing regulatory change, 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 or between

regimes in Australia) conflict. The potential for this is heightened when regulation is new, untested or is not accompanied

by extensive regulatory guidance, or where industry consultation is limited.

Our compliance management system (which is designed to identify, assess and manage compliance risk) 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.

These factors can result in a failure by the Group to meet its compliance obligations (including obligations to report or

provide information to regulators). As reviews and change programs are progressed, compliance issues have been, and

will likely continue to be, identified.

Conduct risk has occurred, and could continue to occur, through the provision of products and services to customers

(including vulnerable customers and customers in hardship) that do not meet their needs or do not meet the

expectations of the market. It has occurred, and could continue to occur, through the deliberate, reckless, negligent,

accidental or unintentional conduct of our employees, contractors, agents, authorised representatives, credit

representatives (for example, in our RAMS franchise networks) and/or external services providers that results in the

circumvention or inadequate implementation of our controls, processes, policies or procedures. This could occur through

a failure to meet professional obligations to specific clients (including fiduciary, suitability, responsible lending and

hardship requirements), conflicts of interest, 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. These risks are heightened where there has been, or is in the future, inadequate

supervision and oversight of our distribution channels. A failure by our people to comply with our policies, procedures or

the law could also negatively impact other employees, which could lead to outcomes including litigation and reputational

damage for Westpac.

These factors have resulted, and could continue to result, in poor customer outcomes (including for vulnerable

customers and customers in hardship), a failure by the Group to meet its compliance obligations (or to promptly detect,

report and/or remedy non-compliance) and other outcomes including reputational damage and increased regulatory

surveillance or investigation. We are currently subject to a number of investigations, reviews and industry inquiries by,

and are responding to a number of requests from domestic and international regulators including APRA, ASIC, the ATO,

the ACCC, AUSTRAC, BCCC, FINRA, AFCA, RBNZ and the Fair Work Ombudsman, BaFin, BPNG and BPNG’s Financial

Analysis and Supervision Unit, involving significant resources and costs.

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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, seek substantial fines, civil penalties, compliance regimes or

other enforcement outcomes. 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. The allocation of resources to regulatory reviews

and investigations can also impede other activities, including change, simplification and remediation activities.

APRA can also require the Group to hold additional capital either through a capital overlay or higher risk weighted

assets (including in response to a failure to comply with prudential standards and/or expectations including in relation

to, for example, stress testing and liquidity management). Following the commencement of civil penalty proceedings,

APRA imposed a $500 million Culture, Governance and Accountability Review overlay and a further $500 million Risk

Governance overlay to our required operational risk capital in 2019. Both overlays continue to apply.

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 continue to see) the expansion of

powers of regulators along with materially increased civil penalties for corporate and financial sector misconduct or

non-compliance and an increase in criminal prosecutions against institutions and/or their employees and representatives

(including where there is no fault element). This could also result in reputational damage and impact the willingness of

customers, investors and other stakeholders to deal with Westpac. Given the size of Westpac and scale of its activities, a

failure by Westpac may result in multiple contraventions, which could lead to significant financial and other penalties.

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 to undertake further remediation activities. In some cases, the

amounts claimed and/or to be paid may be substantial. Market developments suggest the scope and nature of potential

claims is expanding, including in relation to cyber incidents, financial crime and environmental, social and governance

issues. 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 have faced, and may continue to face,

challenges in effectively and reliably scoping, quantifying and implementing remediation activities, including determining

how to compensate impacted parties properly, fairly and in a timely way. Remediation activities may be affected or

delayed by a number of factors including the number of customers (or other parties) affected, the commencement of

investigations or litigation (including regulatory or class action proceedings), requirements of regulators (including as to

the method or timeframe for remediation) or difficulties in locating or contacting affected parties and any reluctance of

affected parties to respond to contact. Investigation of the underlying issue may be impeded due to the passage of time,

technical system constraints, or inadequacy of records. Remediation programs may not prevent regulatory action or

investigations, 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 regulatory and other matters that may affect the Group (including class

actions) in ‘Significant developments’ and in Note 25 to the financial statements.

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 may arise due to inadequacies in the design of the framework or

key risk management policies, controls and processes, the design or operation of our remuneration structures and

consequence management processes, technology failures, incomplete implementation or embedment, or failure by

our people (including contractors, agents, authorised representatives and credit representatives) to comply with or

properly implement 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.

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.

WESTPAC GROUP 2023 ANNUAL REPORT
148

Risk factoRs

As part of our risk management framework, we measure and monitor risks against our risk appetite. When a risk is out of

appetite, the Group seeks to take steps to bring this risk back into appetite in a timely way. This may include improving

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 (for example, records management). This

may occur because, for example, the required changes involve significant complexity, or because the Group experiences

delays in enhancing our information technology systems, in recruiting or having sufficient appropriately trained staff

for required activities (including where staff are occupied by other regulatory change or remediation projects) 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 culture and risk management practices have resulted, and may continue to result, in regulatory action.

We continue to implement our Integrated Plan in relation to risk governance and remediation, with Promontory Australia

as Independent Reviewer providing regular updates to APRA. Promontory Australia has provided eleven reports to

APRA so far. These reports are published on our website every six months at https://www.westpac.com.au/about-

westpac/media/core/ with the latest reports released on 6 November 2023. We expect to complete the Integrated Plan

by the December 2023 target date with assessment and closure by Promontory to occur post completion. We remain

conscious of execution risks during this final stage. Post-completion, Westpac will continue to focus on sustainability

and effectiveness of the uplift delivered by the Integrated Plan through a 12 month transition phase with assurance by

Promontory Australia.

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 and action. While improvements in risk culture

can drive early and increased self-identification and remediation of compliance concerns, this can also highlight concerns

that may lead to further regulatory action. 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 technology failures

Maintaining the reliability, availability, integrity, confidentiality, security and resilience of our information and technology

is crucial to our business. While the Group has a number of processes in place to preserve and monitor the availability,

and facilitate the recovery, of our systems, there is a risk that our information and technology systems may be

inadequate, fail to operate properly or result in outages, including from events wholly or partially beyond our control.

If we experience a technology failure, we may fail to meet a compliance obligation (such as a requirement to retain

records and/or data for a certain period, or to destroy records and/or data after a certain period, or other risk

management, privacy, business continuity management or outsourcing obligations), or our employees and our customers

may be adversely affected, including through the inability for them to access our products and services, privacy

breaches, or the loss of personal data. This could result in reputational damage, remediation costs and a regulator

commencing an investigation and/or taking action, or others commencing litigation, against us. Technology issues in the

financial sector can also affect multiple institutions. This means we could impact, or be impacted by, other institutions.

The use of legacy systems, as well as the work underway to uplift our technological capabilities, may heighten the risk

of a technology failure and also the risk of non-compliance with our regulatory obligations or poor customer outcomes.

Projects aimed at simplifying/streamlining our systems will require the allocation of significant resources and incur

significant costs. In addition, the risk of technology failure, regulatory non-compliance or poor customer outcomes may

be heightened while those projects are being undertaken. We are also exposed to the risk that such projects may not be

completed on time or may require further resources or funding than anticipated.

Failure to regularly renew and enhance our technology to deliver new products and services, comply with regulatory

obligations and ongoing regulatory changes, improve automation of our systems and controls, and meet our customers’

and regulators’ expectations, or to effectively implement new technology projects, could result in cost overruns,

technology failures (including due to human error in implementation), reduced productivity, outages, operational

failures or instability, compliance failures, reputational damage and/or the loss of market share. This could place us at a

competitive disadvantage and also adversely affect our business, prospects, financial performance or financial condition.

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We could suffer losses due to geopolitical and other external events

The Grou

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Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.