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Australia and New Zealand Banking Group Ltd. Proxy Solicitation & Information Statement 2019

Nov 27, 2019

10425_rns_2019-11-27_7bb885d2-03d4-4a51-a45b-549aec5499cb.pdf

Proxy Solicitation & Information Statement

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28 November 2019

Market Announcements Office ASX Limited Level 4 20 Bridge Street Sydney NSW 2000

At ANZ’s 2019 Annual General Meeting, shareholders will be asked to approve the grant of Performance Rights to the Company’s CEO, Mr Shayne Elliott on the terms set out in the 2019 Notice of Meeting.

The number of Performance Rights in each tranche is determined by dividing the face value for that tranche by the Volume Weighted Average Price (VWAP) of the Company’s shares traded on the ASX in the five trading days up to and including 22 November 2019 (the start of the four year Performance Period) – which was $24.99.

Accordingly, the actual number of Performance Rights proposed to be allocated to Mr Elliott is 126,050 for Tranche 1 (Relative TSR Hurdle) and 42,016 for Tranche 2 (Absolute CAGR TSR Hurdle), summing to a total allocation of 168,066 Performance Rights.

Yours faithfully

Simon Pordage 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