AMP LIMITED — AGM Information 2016

May 11, 2016

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12 May 2016

Manager Client and Market Services Team ASX Market Announcements NZX Limited Australian Securities Exchange Level 1, NZX Centre, 11 Cable Street Level 4, 20 Bridge Street PO Box 2959 Sydney NSW 2000 Wellington, New Zealand Announcement No: 12/2016 AMP Limited (ASX/NZX: AMP)

Annual General Meeting

Part One: Chairman’s Address to Shareholders

Part Two: CEO’s Address to Shareholders

Please refer to the attached documents.

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Public Affairs T 02 9257 6127 E media@amp.com.au W AMP.com.au/media AMP_AU

AMP Limited 33 Alfred Street, Sydney NSW 2000 Australia ABN 49 079 354 519

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ADDRESS BY AMP CHAIRMAN SIMON MCKEON AO TO THE AMP ANNUAL GENERAL MEETING 12 MAY 2016

2015 business performance

Reflecting on 2015, AMP performed very well, demonstrating the company’s strength and resilience, particularly against the backdrop of more challenging investment markets in the second half.

The consistent execution of our strategy delivered strong financial results.

Craig will take you through that performance, our strategy and our significant longterm growth potential, in more detail shortly.

What is most pleasing about 2015 is that we continued to deliver better outcomes for all the people who count on us: our shareholders, customers, business partners, employees, and the communities where we operate across Australia, New Zealand and internationally.

For our 800,000 shareholders, we lifted our total 2015 dividend to 28 cents per share – an 8 per cent increase on the previous year.

We also made improvements to our payout policy and franking rate based on our confidence in AMP’s financial strength.

Our policy is now to payout between 70 to 90 per cent of underlying profit, and we’ve lifted our franking rate to 90 per cent.

Our return on equity improved to 13.2 per cent, and we were pleased to deliver better total shareholder returns, outperforming the ASX 200 by 8 per cent in 2015 and10 per cent over the past three years.

Looking at the current year, investment market conditions have continued to be volatile. The first quarter cashflows we announced today are subdued as a result. This is consistent with what we have seen across the industry.

The first quarter also proved challenging for our life insurance business with ongoing volatility in our claims experience. We have previously advised that we expect volatility in these results while we continue to fix and strengthen the life business, but we remain committed to our strategy and confident that we are on the right track.

I’m now going to turn beyond AMP’s business performance, and make some comments about the broader financial services industry in which we operate, and the scrutiny it is currently facing.

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Role of Australia’s financial services industry

Australia has one of the most highly advanced financial systems in the world; a system admired globally for its stability and sophistication.

Indeed, this industry is the largest contributor to our national economy, with gross value add to GDP of 9.3 per cent[1] , and wealth management has been identified as one of Australia’s key drivers of international growth during the next 20 years[2] .

Of course, our A$2 trillion[3] superannuation system is lauded for its foresight and hailed as one of the cornerstones of our country’s economy.

While helping people save for their futures, it also helps to fund infrastructure and business investment across our nation.

We have high expectations of our financial services providers, and understandably so; we trust them to safeguard and grow our hard-earned money.

We expect that the people who have the privilege of taking care of our savings and investments will act in good faith and in the best interests of their customers.

The community’s support for our financial system helped to cushion Australia from the full impact of the global financial crisis, and so our country’s major financial institutions remained profitable and well capitalised.

At AMP, we acknowledge the enormous responsibility and privilege we have as the steward of the financial futures of millions of people, and we recognise that the most important licence we operate under is the one granted to us by the people of Australia and New Zealand.

Our social licence is underpinned by the community’s trust and confidence and, we don’t take this for granted.

Integrity of industry

However, there’s an important national conversation going on in our country right now about the integrity in our financial services industry.

This discussion stems from a series of serious and disappointing issues across the industry, including:

• the alleged manipulation of the key benchmark interest rate

• the mismanagement of life insurance claims – which followed last year’s concerns about the financial advice sector

1 Why Australia , Benchmark Report 2016, Australian Trade Commission (Austrade)

2 Positioning for Prosperity? Catching the next wave , Deloitte report, 2014

3 Quarterly Superannuation Performance, Australian Prudential Regulation Authority, December 2015

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• and, the role and treatment of whistleblowers.

At the crux of these issues, is the question of how to balance competing stakeholder interests and specifically how organisations can create value for shareholders in a way that serves the best interests of customers.

The answer to this question goes to the heart of a company – and its culture.

The issues confronting our industry have driven a period of more intense selfreflection at AMP in this regard. It’s caused the board and management team to take a harder look at what we think and what we do.

It’s very difficult to define culture; and I suspect, like many others in our industry, we are grappling with this. There is no universally-recognised description and certainly no one-size-fits all approach.

We know that culture forms the bedrock of any organisation and that when companies get it right, good things follow.

We also know this is an important conversation to have within AMP if we want our industry to be trusted, and therefore successful and sustainable. And while we’re not perfect, and we don’t have all the answers, we know that as an industry leader, it’s our responsibility to participate in the public debate.

Today we are intentionally sharing AMP’s thinking on culture in the interest of furthering this debate.

1. Culture is about doing the right thing

First, we believe that culture is about doing the right thing. It is about actions, not words.

It is pervasive and multi-dimensional, embracing everything we do to foster a customer culture, nurture strong risk and fiduciary cultures, manage conduct risk, and ensure strong ethics and compliance.

At AMP, we recognise that culture has many threads, and we are taking action and making progress on each.

• Over the past two years, we have been transforming our core Australian business to recognise and keep pace with changing consumer expectations around technology and service.

• We have led the industry in lifting professional standards for financial advice and driven the development of an industry-wide ethics programme in partnership with The Ethics Centre; more than 400 AMP aligned advisers and employees have participated in the course to date.

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• Both myself and key members of AMP’s management team have also been active in shaping and promoting The Banking and Finance Oath. The decision to sign is entirely voluntary but is a sign of our commitment to doing the right thing by our customers.

• Work is also underway to strengthen our risk and compliance frameworks, including an active review of our advice controls.

These are just some of the many actions we are taking across the group to strengthen culture.

Recognising that culture is about ‘doing’, we view it as a work in progress. It isn’t ‘set and forget’ and there is never room for complacency.

You must remain vigilant and humble so you continually assess and improve your processes, systems and frameworks.

2. Culture emanates from a strong social purpose

Secondly, we think that culture emanates from a strong sense of purpose.

We were founded 167 years ago with a clear social purpose: ‘to be a sure friend in uncertain times’. At its heart, this is a commitment to help and do the right thing for our customers, which has become an integral part of AMP’s DNA.

Our history and heritage as a mutual intrinsically aligned the interests of customers

and members and is still a key driver of who we are today.

We now express our purpose as helping people ‘own tomorrow’ and our employees take great pride in upholding this commitment for our customers: today, it remains one of the most powerful cultural motivators in our organisation.

3. Doing the right thing starts at the top

Thirdly, we think that a commitment to doing the right thing starts at the top.

Visible and vocal leadership is undoubtedly one of an organisation’s most significant cultural levers. It is up to AMP’s board, leadership team and other senior leaders in the organisation to set, protect and role model desired behaviours and actions.

One of the most important leadership values we foster is an openness and willingness to listen and respond to bad news. Former AMP Chairman Peter Willcox said it best when he told management: ‘Run, don’t walk to me with bad news’ – and this holds true in AMP today.

It’s the responsibility of leaders to respond constructively to challenging news: it’s our duty to listen, investigate and fix.

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This is why whistleblowing policies are so important. We want employees – at any level – to feel safe and empowered to identify and raise issues that are unethical, unacceptable or even questionable.

Our CEO Craig Meller regularly emphasises the importance of speaking up and taking action. This forms the fundamental premise of our whistleblowing policy which is regularly communicated to and reinforced with all employees and our aligned financial advisers.

4. Culture involves balancing competing stakeholder interests

The importance of debating and optimising the balance of competing stakeholders’ interests is the fourth factor influencing our thinking on culture.

For AMP, like many other organisations, one of the most crucial balances to strike is the one between shareholders and customers. This lies at the crux of the issues facing our industry today.

We believe that doing the right thing for customers is in the best long-term interests of shareholders.

Short-term measures designed to maximise shareholder value can often come at the expense of customers’ interests. In the long-term, this undermines the social licence to operate and devalues the company for shareholders.

This is why remuneration frameworks aligned to customer outcomes are critical. At AMP, we have aligned a proportion of our remuneration framework to the net promoter system, which not only measures customer advocacy, but is also a powerful way to give customers a stronger voice within the organisation and to drive behaviour change in line with customers’ best interests.

5. Doing the right thing means owning and fixing your mistakes

How companies respond when things go wrong really matters – it is an important cultural indicator.

At AMP, we stand behind our products, services and advice.

Yet, for all the action we are taking to strengthen and improve culture, and for all our best intentions, we won’t always get things right. When we make a mistake, we acknowledge it, apologise and work hard to fix it as quickly as possible. This is the right thing do to.

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AMP’s response to industry events

What are we doing to foster and strengthen culture in the context of the challenges facing our industry?

We can’t comment on the benchmark rate issue as we are not involved directly in this specialised market activity.

However, we are Australia’s leading life insurance company, and in recent months, you would have seen media coverage relating to the management of life insurance claims at one of our competitors.

It’s difficult not to feel distressed by these stories, which remind us all of the importance of life insurance at the most vulnerable times of a person’s life.

Insurance provides security when people experience the trauma of losing a loved one and reassurance during illness or disability. Insurance is one of the driving reasons behind AMP’s existence; it has helped define the role we’ve played in Australian daily life for the past 167 years.

At AMP, we treat each claim on a case-by-case basis and use thorough, expert assessment to identify and pay all rightful claims. Last year we paid almost $1 billion in insurance claims, helping nearly 10,000 customers.

We don’t pay every claim, and we don’t always get it right, but we are committed to being absolutely open and fixing our mistake if we’re in the wrong.

The recent scrutiny has served to highlight the inherent complexity in life insurance.

We recognised the need for change two years ago and have been on the front foot in putting in place a comprehensive program to make our insurance business better for customers and more sustainable for shareholders. Craig will take you through the specific action we’re taking shortly.

Conclusion

In conclusion, AMP is a strong, resilient company, taking action to better serve customers and generate better returns to shareholders. This is evident in our 2015 financial results. We are achieving this through the consistent execution of our growth strategy, along with constant work to strengthen our culture.

AMP is a very special company. I’m proud of its culture, and am honoured to have been part of it.

I have every confidence that this great company will continue to grow and prosper; I leave it in very good hands – with a strong, professional and highly capable management team who I believe have the highest standards of integrity.

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Within AMP, there is a willingness to listen and learn; there’s a fight against complacency and there’s an unwavering commitment to our purpose, and doing the right thing.

No organisation is perfect. We don’t hold ourselves up as an example, nor do we have all the answers, because there are things we need to change and things we need to do better.

We know, however, that culture is an important conversation to have if we want our industry to continue to thrive and prosper. This will only happen if we have the community’s trust, and therefore, a social licence to operate.

Thank you.

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ADDRESS BY AMP CEO CRAIG MELLER TO THE AMP ANNUAL GENERAL MEETING 12 MAY 2016

Thank you Simon, and good morning ladies and gentlemen.

First, I wanted to acknowledge that it has been an absolute pleasure to work with you, and on behalf of AMP’s management team and employees, I want to thank you for your contribution to the group over the last three years.

2015 was a good year for AMP: a year in which AMP demonstrated its strength and resilience, particularly when facing more challenging investment markets in the second half of the year.

We began to see strong growth potential from the strategy we committed to almost three years ago, with:

• the transformation of our Australian business showing early signs of success, and

• the continued expansion of our business internationally, particularly through our partnership with the world’s largest life insurance company, China Life.

This progress is the result of the hard work of AMP’s five and a half thousand employees, who I’d like to thank for their ongoing commitment to the group.

It is the combination of the right culture and the right strategy, executed with precision and efficiency, that will ultimately deliver strong customer outcomes and create long-term value for you, our shareholders.

This morning Simon outlined our thinking on culture and commitment to doing the right thing, and so I will focus on AMP’s strategy and growth potential.

Let’s start with a look at our business performance in 2015.

2015 business performance

AMP continues to be Australia’s leading, specialist wealth management company in a $2.6 trillion[1] market with enormous long-term growth potential.

We take great pride in being Australia’s leading provider of financial advice, superannuation, life insurance and the administration of self-managed superannuation.

We are also one of the leading infrastructure managers in the world, and one of the largest direct property managers in the Asia Pacific.

1 Australian Bureau of Statistics Managed Funds Report, Managed Funds Industry, December 2015

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Our financial results for 2015 demonstrate AMP’s strength – and resilience, particularly against the backdrop of more challenging sharemarkets in the second half of 2015.

Your company’s underlying profit for the full year 2015 was $1.12 billion, an increase of 7% on 2014.

Overall, our earnings and assets under management increased, cashflows were strong and we tightly managed costs, driving our cost to income ratio down to 43.8%.

This year we’ll complete our three-year business efficiency program, which will deliver recurring cost savings of $200 million a year (pre tax).

These savings will allow us to invest in our long-term growth, and this cost discipline ensures we remain competitive in the market and highly profitable.

The sharemarket volatility we saw in second half 2015 has continued into 2016. The first quarter cashflows we announced today are subdued as a result, as we have seen right across the industry.

As we have consistently flagged, we expected insurance claims experience to be volatile as we work to strengthen and fix our life business.

In the first quarter of this year, claims have been higher than expected. However, our claims change program is delivering improved business capabilities, and more importantly, better customer outcomes, and so we remain confident in our insurance strategy and the long-term outlook for this business.

In the past week, we have also seen the Government’s proposed changes to tax on superannuation in the Federal Budget.

We support the Government’s intent to define the purpose of the superannuation system, and to ensure the system is fair and equitable for everyone – but given the significance of the proposed changes, we would strongly urge a prolonged period of stability so that Australians’ confidence in saving for retirement through super is not undermined.

For our customers, we expect that the proposals will significantly affect the plans and investment strategies of many of our clients.

We also expect that many people will now benefit from professional advice to optimise their savings and investments, so this will be a net positive for our advisers given the detailed nature of the Government’s proposals.

AMP strategy

Turning now to our strategy to drive long-term growth.

AMP has continued to deliver short-term performance without sacrificing investment in long-term growth.

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We’ve achieved this through the consistent execution of our strategy, which has four key objectives:

1. transforming our Australian business to be more customer centric

2. growing or strengthening our position in domestic markets where we see strong potential, or already enjoy a leading market position, and

3. growing selectively in Asia and internationally, primarily through AMP Capital.

Underpinning these growth goals is our:

1. relentless focus on efficiency and agility.

Taking each in turn and starting with the strategic objective to become more customer centric.

The Chairman has described how putting our customers’ interests first underpins AMP’s purpose and is an integral part of our DNA.

Delivering for our customers has always been core to our strategy, but for AMP today, being customer centric is about evolving to meet changing consumer expectations, particularly around technology and service.

Over the past two years, we’ve focused on building the foundations, and putting in place the core technology and infrastructure to make it easier and more convenient for customers to deal with us.

We’ve fundamentally transformed our digital capabilities, launching a new website, mobile apps and more recently, My AMP , a smart, online tool to help customers manage their total financial position easily.

We’ve also invested in leading edge data and analytics systems so that however a customer chooses to interact with us (be it online, over the phone or face-to-face with their adviser), we understand their financial position and are able to proactively help them achieve their goals.

As you will have seen from our new advertising, which was on screen prior to the meeting, we are re-shaping our entire business – our solutions, systems and processes – to be focused on helping our customers achieve their goals.

To date, we have designed innovative technology to help financial advisers work more efficiently with their customers to realise their goals. The combination of technology and a face-to-face conversation is a powerful motivator in helping customers realise their financial goals sooner.

We are testing and improving this experience and will gradually take it to scale for AMP advisers, and their clients, across Australia.

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We are also designing products and solutions around the financial goals that matter most to our customers and will be launching four new solutions later this year.

Moving onto the second strategic objective, growing in markets where we hold a strong position, or where there is very strong growth potential.

AMP Bank is central to our customer strategy, with debt management and mortgage solutions a very important way that we help customers achieve their goals.

In the past six years, AMP Bank’s contribution to our profits has tripled, and today it represents almost 10% of our operating profit.

Its return on equity is in line with larger competitors, and it has evolved to become a core part of our value proposition to customers and advisers.

We see significant potential to grow the bank further through both mortgage brokers and our own financial advisers, and this year, we’ll launch a new banking solution that will help customers manage their money much more effectively.

We also see enormous potential in the self-managed superannuation sector.

This fast-growing market is expected to grow to more than $2.5 trillion in the next 20 years[2] .

We entered the SMSF market just four years ago, and since then we’ve grown our business into a market leader, with almost $19 billion in assets under administration.

We are the number one provider of administration services, and in total, provide around 38,000 funds with both administration and software services through our re-launched SMSF business, SuperConcepts.

We’ll continue to grow this business and use innovative technology to provide better services, at a lower cost, for customers.

In 2016, we will continue our focus on fixing and strengthening our life insurance business. The approach here is three-fold.

First, we are improving how we manage claims and lapses.

We are taking a significantly different and much more empathetic approach to managing claims; an approach that extends beyond paying a claim; to helping people rehabilitate and recover, so that they can get back to work.

We’ve introduced a new philosophy, processes, tools and capabilities in our income protection business and will roll these out to our lump sum business later this year.

At the start of the claims change program, we had advised that throughout this process the claims experience would continue to be volatile.

2 Dynamics of the Australian Superannuation System – The next 20 years: 2015-2035 , Deloitte Actuaries and Consultants, November 2015

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Despite this ongoing volatility, we remain confident in our strategy and the longer-term outlook for the business.

Second, we are actively looking at a range of capital initiatives to improve the efficiency of this business, which includes the opportunity to consolidate our two insurance companies: AMP Life and The National Mutual Life Association, or NMLA (the former insurance arm of AXA).

Bringing the businesses together requires regulatory approvals. It will not impact policyholders’ terms and conditions, but should ultimately release capital to shareholders.

Finally, we are developing a simpler insurance product aligned to the goal of helping people protect themselves, their loved ones; and their income.

The third strategic objective is about international growth.

In Asia, our focus is on the high-growth potential markets of China and Japan.

Our approach to doing business in these markets is unique in Australian financial services: it’s based on forging partnerships with national champions.

Our connection to China is strong; we’ve had a presence there for almost 20 years.

For the past decade we’ve had the privilege of working with China Life – the world’s largest listed life insurance group and a Fortune 500 company.

Three years ago, we formed our first joint venture together – China Life AMP Asset Management Company – which happened to be China Life’s first funds management joint venture in mainland China with a foreign partner.

Today, it is one of the fastest growing asset management companies in China, managing RMB 70 billion, or around $15 billion, for Chinese retail and institutional investors.

AMP was also the first foreign company in the world to take an ownership stake in a Chinese pension company with a 19.99% stake in China Life Pension Company (CLPC).

Now CLPC is the largest pensions company in China, with RMB 301 billion, or almost $64 billion, in assets under management.

CLPC is in an exciting position for further growth, with the recent opening of part of China’s pension market expected to deliver 12% compulsory superannuation contributions for some 40 million public sector employees going forwards.

In Japan, we continue to work with our partner Mitsubishi UFJ Trust and Banking Corporation (MUTB), one of Japan’s largest trust banks, to develop and provide relevant investment products for investors.

Today, we manage 621 billion yen, or $7 billion, for investors in that market, although conditions in Japan continue to be challenging.

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More broadly, we are capitalising on the increasing demand from global pension funds and institutional clients for infrastructure and property assets, and fixed income opportunities.

Today, we manage $17 billion for global investors.

Finally, our growth strategy is underpinned by a relentless focus on efficiency and agility. Retaining a rigorous focus on cost control ensures we remain competitive and enables us to continue to invest in long-term growth.

Conclusion

In conclusion, AMP is in a very strong position.

We have a clear strategy for long-term growth:

• with leading positions in the Australian and New Zealand wealth management markets underpinned by our focus on customer centricity

• strong partnerships in key Asian markets, exporting our core skills and expertise to new, high-growth geographies

• increasing global demand for our infrastructure, property and fixed income management skills, and

• a proven focus on efficiency.

Further, we have at our heart a strong social purpose that has stood the test of time, shapes our culture and drives us to do the right thing for customers.

Together, we believe this combination of strategy and culture will continue to deliver better outcomes for customers and better returns for shareholders in the long-term.

It is a very great privilege to lead AMP, and I would like to thank you for your continued support.

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