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2024 Annual General Meeting Results

AGM19 December 2024ANZFinancials

ANZ Group Holdings Limited
9/833 Collins Street Docklands Victoria 3008 Australia

ABN 16 659 510 791

19 December 2024


Market Announcements Office

ASX Limited

Level 4

20 Bridge Street

SYDNEY NSW 2000


ANZ Group Holdings Limited (ANZ)

2024 Annual General Meeting Results


The outcomes of the polls conducted at ANZ’s Annual General Meeting held on 19 December

2024 are as follows:

Item Resolution Result of the poll

2

Election and re-election of Board

Endorsed candidates:


(a) To elect Mr S A St John

 Mr S A St John was elected as a Director

(b) To elect Mr R B M Gibb

(c) To re-elect Ms C E O’Reilly

 Mr R B M Gibb was elected as a Director

 Ms C E O’Reilly was re-elected as a Director

3

Adoption of the Remuneration

Report

Carried as an ordinary resolution as over 50%

of votes were cast in favour. However, as more

than 25% of the votes were cast against the

resolution, this constitutes a first strike for the

purposes of the Corporations Act 2001 (Cth)

5

Resolution requisitioned by

members – Amendment to the

Constitution

Not carried as a special resolution

Item 4, the resolution seeking shareholder approval of the proposed grant of restricted rights

and performance rights to the Chief Executive Officer, Mr S C Elliott, was withdrawn prior to

the meeting.

A poll was not taken on item 6 as it was not put to the meeting.

As required by section 251AA(2) of the Corporations Act and ASX Listing Rule 3.13.2, the

attached details are provided in respect of each Item of Business in ANZ’s Notice of 2024

Annual General Meeting.


Yours faithfully


Simon Pordage

Company Secretary

ANZ Group Holdings Limited


Approved for distribution by ANZ’s Company Secretary

Resolution
Result

Resolution

Resolution

Type

ForAgainst

Proxy's

Discretion

AbstainForAbstain*

Carried /

Not Carried

1,560,540,6544,211,96215,051,9192,861,8091,576,233,0022,869,976Carried

98.78%0.27%0.95%99.73%

1,545,947,20418,069,07815,112,2243,536,8371,561,701,1613,547,322Carried

97.90%1.15%0.95%98.85%

1,411,411,691 149,252,42115,158,2866,840,3301,427,228,7566,848,497Carried

89.57%9.47%0.96%90.53%

961,861,291603,463,37311,018,4986,297,378973,225,3566,325,973Carried

61.02%38.28%0.70%61.72%

790,006,560776,723,00610,917,5625,009,831

50.08%49.23%0.69%

108,394,818 1,404,495,52714,972,17354,796,548108,487,69754,830,368Not Carried

7.09%91.93%0.98%7.10%

420,012,794 1,108,369,64415,017,30439,265,011

27.22%71.81%0.97%

In relation to Resolution 3 Adoption of the Remuneration Report, as more than 25% of the votes were cast against this resolution, this constitutes a first strike for the purposes of the Corporations Act 2001 (Cth).

Resolution proposed but not put to the meeting

Resolution

4 Grant of restricted rights and

performance rights to Mr S C Elliott

Contingent resolution not put to the meeting

Resolution

ANZ Group Holdings Limited

Annual General Meeting

Thursday, 19 December 2024

Results of Meeting

The following information is provided in accordance with section 251AA(2) of the Corporations Act 2001 (Cth) and ASX Listing Rule 3.13.2.

Resolution detailsInstructions given to validly appointed proxies Number of votes cast on the poll

(as at proxy close)(where applicable)

Against

2A To elect Mr S A St JohnOrdinary

4,244,382

0.27%

2B To elect Mr R B M GibbOrdinary

18,097,876

1.15%

2C To re-elect Ms C E O'ReillyOrdinary

149,263,521

9.47%

3 Adoption of the Remuneration ReportOrdinary

603,739,258

38.28%

4 Grant of restricted rights and performance

rights to Mr S C Elliott

Ordinary

5 Resolution requisitioned by members -

Amendment to the Constitution (special

resolution)

Special

1,419,913,296

92.90%

6 Resolution requisitioned by members -

Transition Plan Assessments (conditional

resolution)

Ordinary

Resolution withdrawnNot Applicable

Resolution was withdrawn prior to the meeting in accordance with the ASX announcement dated 19 December 2024.

Reason for not putting the resolution to the meeting

Not Applicable

Reason for not putting the resolution to the meeting

6 Resolution requisitioned by members -

Transition Plan Assessments (conditional

resolution)

Not required to be put to the meeting because it was conditional on 75% or more of the votes being cast in favour of Resolution 5 "Resolution requisitioned by members -

Amendment to the Constitution (special resolution)"

Not Applicable

* Votes cast by a person who abstains on an item are not counted in calculating the required majority on a poll.

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