Australia and New Zealand Banking Group Ltd. — AGM Information 2014

Nov 23, 2014

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24 November 2014

Company Announcements Australian Securities Exchange Level 4 20 Bridge Street Sydney NSW 2000

At ANZ’s 2014 Annual General Meeting, shareholders will be asked to approve the grant of Performance Rights to the Company’s Chief Executive Officer, Mr Michael Smith. These Performance Rights relate to the year ended 30 September 2014 and, if approved by shareholders, will be granted under the ANZ Share Option Plan on the terms set out in the Explanatory Notes to the 2014 Notice of Meeting, a copy of which was lodged with the ASX on 17 November 2014.

The Performance Rights will have a maximum grant value of $3,400,000, and will be split into two equal tranches of $1,700,000 each. The level of vesting in respect of each tranche will depend on ANZ’s Total Shareholder Return (TSR) relative to each of two separate comparator groups over a three year Performance Period – details of the comparator groups are set out on page 8 of the Notice of Meeting. At the time of preparation of the Notice of Meeting, the actual number of Performance Rights proposed to be granted was not known as this is determined using Allocation Values calculated at 21 November 2014 (the start of the three year Performance Period).

The Allocation Value of a Performance Right in each tranche has now been independently valued by PricewaterhouseCoopers based on the valuation methodology detailed in the Notice of Meeting. The Allocation Value is $14.24 for each Performance Right in Tranche 1, and $15.47 for each Performance Right in Tranche 2.

Accordingly, the actual number of Performance Rights to be allocated to Mr Smith, subject to shareholder approval at the 2014 Annual General Meeting, is 119,382 under Tranche 1 and 109,890 under Tranche 2. The face value of these Performance Rights (based on the one week volume weighted average price of the Company’s shares traded on the ASX in the week up to, and including, 21 November 2014) is $7,311,484.

It is important to note that the value at the start of the Performance Period may vary from the value at some future date, as it will depend on ANZ’s TSR relative to each of the two separate comparator groups and ANZ’s share price at the time of vesting. The grant will be worth $0 at the end of the period if no vesting occurs.

Yours faithfully

John Priestley Company Secretary

Australia and New Zealand Banking Group Limited

Company Secretary’s Office

ANZ Centre Melbourne, Level 9, 833 Collins Street, Docklands Vic 3008 GPO Box 254, MELBOURNE VIC 3001 AUSTRALIA www.anz.com

Australia and New Zealand Banking Group Limited ABN 11 005 357 522