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Australia and New Zealand Banking Group Ltd. — AGM Information 2025
Nov 12, 2025
10425_rns_2025-11-12_1176aa3a-494a-40a1-a5ad-19f67fb88bff.pdf
AGM Information
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13 November 2025
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Market Announcements Office ASX Limited Exchange Place Level 27 39 Martin Place SYDNEY NSW 2000
Proxy Form
ANZ Group Holdings Limited ( ANZ ) today released its Proxy Form relating to the upcoming ANZ 2025 Annual General Meeting.
It has been approved for distribution by ANZ's Board of Directors.
Yours faithfully
Simon Pordage Company Secretary ANZ Group Holdings Limited
ANZ Group Holdings Limited 9/833 Collins Street Docklands Victoria 3008 Australia ABN 16 659 510 791
2025 Annual General Meeting
Proxy Form
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For all enquiries call:
Australia: 1800 11 33 99 New Zealand: 0800 174 007 United Kingdom: (0870) 702 0000 Outside Australia: (+61 3) 9415 4010
Lodge your proxy:
Online: www.investorvote.com.au
For intermediary online subscribers only (custodians) www.intermediaryonline.com
By mail to: Computershare Investor Services Pty Limited
GPO Box 242 Yarra Falls The Pavilions Private Bag 92119 Melbourne 452 Johnston Street Bridgwater Road Victoria Street West Victoria 3001 Abbotsford Bristol BS99 6ZZ Auckland 1142 Australia Victoria 3067 United Kingdom New Zealand Australia
Alternatively you can fax your Proxy Form to:
(within Australia) 1800 783 447 (outside Australia) (+61 3) 9473 2555
Appoint your proxy and view the 2025 Annual Report online
Go to www.investorvote.com.au or scan the QR Code with your mobile device. Follow the instructions on the secure website to appoint your proxy.
Your access information for appointing your proxy online:
Please Note: For security reasons it is important that you keep your SRN/HIN confidential. Please dispose of this form carefully if you appoint your proxy online.
For your Proxy Form to be effective, it must be received by 9:00am (Sydney time) Tuesday, 16 December 2025
How to direct your proxy to vote
Appointment of proxy
The details set out below are subject to the additional details set out in Steps 1 and 2 overleaf.
Voting 100% of your holding: Direct your proxy how to vote by marking one of the boxes opposite each item of business. If you do not mark a box in respect of an item, your proxy may vote as they choose on that item. If you mark more than one box on an item your vote will be invalid on that item.
Voting a portion of your holding: Indicate a portion of your voting rights by inserting the number or percentage of shares you wish your proxy to vote in the For, Against or Abstain box or boxes. The sum of the votes to be cast by your proxy on an item of business must not exceed your voting entitlement or 100%.
Appointing a second proxy: You are entitled to appoint up to two proxies to attend the Meeting and vote on a poll. If you appoint two proxies you must specify the number or percentage of shares you wish each proxy to vote, otherwise each proxy may vote half of the shares. Fractions of votes will be disregarded. When appointing a second proxy write both names and the number or percentage of shares for each in Step 1 overleaf.
Lodgement of a proxy
This Proxy Form (and any authority under which it is signed or a certified copy of that authority) or any other proxy voting instructions must be received by ANZ not later than 48 hours before the commencement of the Meeting. Any Proxy Form, authority, certified copy of an authority or other proxy voting instructions received after that time will not be valid for the scheduled Meeting. Proxy Forms (and any authorities under which they are signed or certified copies of those authorities) may be sent by mail or by fax using any of
the address details or the facsimile numbers shown above. As an alternative to using this Proxy Form, shareholders may record their proxy voting instructions electronically at www.investorvote.com.au or by scanning the above QR Code with their mobile device.
Signing instructions for Proxy Forms
Individual: Where the holding is in one name, the shareholder must sign.
Joint Holding: Where the holding is in more than one name, all of the shareholders should sign.
Power of Attorney: If this Proxy Form is signed on behalf of the shareholder under Power of Attorney and you have not already lodged the Power of Attorney with the Share Registrar, please attach a certified photocopy of the Power of Attorney to this Proxy Form when you return it.
Companies: Where the company has a Sole Director who is also the Sole Company Secretary, this Form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this Form should be signed by a Director jointly with either another Director or a Company Secretary. Please sign in the appropriate place to indicate the office held.
Attending the meeting
If a representative of a corporate shareholder or a corporate proxy is to attend the Meeting, it will be necessary to provide the appropriate Appointment of Corporate Representative Form prior to admission. An Appointment of Corporate Representative Form may be obtained from Computershare or online at www.investorcentre.com
Go online to appoint your proxy,
or turn over to complete the form
ANZ Group Holdings Limited ABN 16 659 510 791 12294
Change of address If your address details are incorrect, mark this box and make the correction in the space to the left. Shareholders sponsored by a broker (reference number commences with ‘X’) should advise their broker of any changes.
X
Proxy Form
Where applicable below, please mark ‘ X ’ to indicate your directions
Step 1 Appoint a proxy to vote on your behalf
I/We being a shareholder/s of ANZ Group Holdings Limited (ANZ) and entitled to attend and vote at the 2025 Annual General Meeting of ANZ (AGM or Meeting) hereby appoint
the Chair of the Meeting* OR
If you are not appointing the Chair of the Meeting as your proxy, please write the full name of the individual or body corporate you are appointing as your proxy. Do not insert your own name(s).
or failing the individual or body corporate named, or if no individual or body corporate is named, the Chair of the Meeting as my/our proxy to act generally at the Meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, as the proxy sees fit) at the 2025 AGM of ANZ to be held at the International Convention Centre, Darling Harbour Theatre, 14 Darling Drive, Sydney NSW 2000 on Thursday, 18 December 2025 commencing at 9:00am (Sydney Time), and at any adjournment of the AGM.
*If you wish to direct your proxy how to vote on any or all items of business – see Step 2 below.
Exercise of proxies by the Chair of the Meeting: Where authorised and permitted to do so, the Chair of the Meeting intends to vote undirected proxies in favour of items 2, 3 and 4, and against items 5, 6, 7, 8 and 9 (where items 6, 7, 8 and 9 are put to the Meeting).
Chair of the Meeting authorised to exercise proxies on remuneration related matters: If I/we have appointed the Chair of the Meeting as my/our proxy (or the Chair of the Meeting becomes my/our proxy by default), I/we expressly authorise the Chair of the Meeting, to the extent permitted by law, to exercise my/our proxy in respect of items 3, 4 and 6 notwithstanding that each of those items is connected directly or indirectly with the remuneration of a member of the key management personnel of ANZ which includes the Chair of the Meeting. Important: Please refer to the Notice of Meeting for the detailed voting restrictions for items 3, 4 and 6.
Step 2
Items of business
Please note: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf and your votes will not be counted in computing the required majority on a poll.
Board recommendation: The Board recommends (with any interested director abstaining) that shareholders vote FOR items 2, 3 and 4, and AGAINST items 5, 6, 7, 8 and 9 (where items 6, 7, 8 and 9 are put to the Meeting).
For Against Abstain
| For For For For For Against Against Against Against Against |
2 Election and Re-election of Board endorsed candidates 2(a) To elect Ms A R Gerry |
|---|---|
| 2(b) To re-elect Mr P D O’Sullivan | |
| 2(c) To re-elect Mr J P Smith | |
| 3 Adoption of the Remuneration Report | |
| 4 Grant of restricted rights and performance rights to Mr N A Matos | |
| 5 Amend the Company’s Constitution (special resolution) | |
| 6 Spill Resolution (conditional item) | |
| 7 Disclosure of fnanced deforestation (conditional item) | |
| 8 Strategy to eliminate fnanced deforestation (conditional item) | |
| 9 Customer transition approach and climate commitments (conditional item) |
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Step 3 Signature of Securityholder(s) This section must be completed.
| Individual or Securityholder 1 Sole Director & Sole Company Secretary Director/Company Secretary Securityholder 3 Director Securityholder 2 Mobile Number Email Address By providing your email address, you consent to receive future Notice of Meeting & Proxy communications electronically Update your communication details (Optional) |
Date / /2025 |
|---|---|
A N Z
3 1 7 0 5 7 A
ANZ Group Holdings Limited ABN 16 659 510 791 12294