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FY2023 Annual Report · Bénéteau
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Annual Report 2023

The better big bank 
connecting community 
and country

Introduction

Community. Regional. Trust.

We are committed to our strategy and the qualities that 
make Bendigo and Adelaide Bank unique, by staying true 
to our connection with communities, our regional roots 
and our position as Australia’s most trusted bank.

Message from our Chair 

Message from our CEO & MD 

Year in Review 

Directors’ Report 

Operating and Financial Review 

Remuneration Report 

Financial Highlights 

Financial Statements 

Directors’ Declaration 

Independent Auditor’s Report 

Shareholder information  

Glossary 

02 

06 

08

10

20 

46

79

80

177

178

187

191

Reporting on our progress
In the past year, we have grown customer numbers and deposits while 
improving our return on equity and increasing our dividends per share. Importantly, 
we have not achieved this at the expense of our commitment to our customers, 
people, community, or the environment, also recording strong results against our 
non‑financial targets. More about our progress over the past year is contained 
within our reporting suite outlined below.

Annual Financial Report
Our Statutory Financial Reporting 
Corporate Governance Statement

Sustainability Report
Our report on our material ESG and 
sustainability topics, Climate‑related 
Disclosure and Tax Transparency 
Disclosure 

All reports are available on our website via our Investor Centre  
Reports | Bendigo and Adelaide Bank 
www.bendigoadelaide.com.au/investor-centre

Message from our ChairMessage from our CEO & MDYear in ReviewFY23 Achievements

Most trusted bank
(Roy Morgan)

2.4 million customers
A 9.9% increase

$576.9 million
Cash earnings after tax, up 15.3%

8.62%
Return on equity, up 90 basis points

$32.9 million in community 
bank contributions
Taking total contributions 
to $320 million since inception

Expanded 
digital proposition
Digital Mortgages comprised 
12% of residential mortgages 
settled in 2H FY23

Reflect RAP
Our inaugural reconciliation action plan

Launched BEN Zero
Our pathway to net zero by 2040

Annual Report 2023  1

Acknowledgement 
of Country
We respectfully acknowledge the 
traditional owners of lands across 
Australia and pay our respects 
to their elders past and present. 
Our head office is located on 
Dja Dja Wurrung land.

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Contact us
Bendigo and Adelaide Bank Limited
ABN 11 068 049 178

Registered head office
The Bendigo Centre,  
22‑44 Bath Lane
Bendigo, VIC, Australia 3550
1300 236 344

If calling from overseas:
+61 3 5445 0666 (standard 
international call charges apply)

Shareholder enquiries
https://www.bendigoadelaide.com.
au/investor‑centre/frequently‑asked‑
questions/

Directors’ ReportOperating and Financial ReviewRemuneration ReportShareholder informationFinancial Report 
 
 
 
 
 
 
2

Message from our Chair

Message from our Chair

Bendigo and Adelaide Bank has more than 165 years of experience in providing the 
community with banking services and supporting customers who need our help.  
The Bank has been through many economic cycles in that time and remains well 
positioned to continue meeting the expectations of the community and our customers.

90%
of the actions in our  
Climate Change Action Plan  
have now been delivered

$700,000
awarded to 200 first time  
students as part of our 
expanded 2023  
Scholarship Program

Jacqueline Hey

Chair, Bendigo and Adelaide Bank

Message from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  3

Common Equity 
Tier 1 Ratio

11.25%

Up 157 basis points

Full year dividend 
up 15.1%

61.0 

cents

Our transformation program, which 
began in financial year 2019, continues 
with the Bank delivering a number of key 
milestones which you can read about in 
the letter from our CEO and Managing 
Director, Marnie Baker, on the following 
pages. The important foundational 
work that has been completed by your 
management team will pave the way 
for our future growth.

The evolving economic environment 
presents both opportunities and 
challenges. We all hope that inflation 
appears to have peaked, however 
elements of it remain persistent. The 
end of record low interest rates will 
be welcomed by depositors while we 
understand borrowers will need to 
make some adjustments.

Rest assured the bank continues to 
prioritise sustainable growth for the 
benefit of all our stakeholders including 
customers, people, partners, communities 
and shareholders.

Given the uncertain outlook, it is pleasing 
to note the continuing rise in the Bank’s 
capital levels. They improved again over 
FY23 with our Common Equity Tier 1 ratio 
rising 157 basis points to 11.25 percent, 
well above regulatory requirements and 
APRA’s definition of ‘unquestionably 
strong’ and reflecting our prudent and 
conservative approach.

In August, the board declared a final fully 
franked dividend of 32 cents per share, 
taking the full year dividend to 61 cents 
per share, representing a 15.1 percent rise 
on the previous year. Your Board always 
strives to balance the needs and interests 
of all our stakeholders and trusts that you 
view this as a fair return on your investment. 
Rest assured that we continue to exercise 
discipline and accountability in our 
judicious use of your shareholder capital.

The Bank’s customer centric approach 
continues to deliver both financial results 
and public accolades. Bendigo and 
Adelaide Bank’s home loan customers are 
Australia’s most satisfied and we retained 
our position as Australia’s most trusted 
bank. The Board acknowledges the many, 
many hours of hard work by our people 
that go into securing and maintaining this 
type of recognition for the Bank.

The good standing of the Bank can be 
seen in the continued growth in customer 
numbers as they increasingly recognise the 
Bank as a genuine alternative to the major 
banks. The multi‑channel experience we 
offer both direct to customers and through 
our partners continues to broaden in 
response to our customer’s evolving needs 
and it is pleasing to see this expertise 
become more widely acknowledged.

In other measures undertaken this year, 
your Board approved our ESG and 
Sustainability Business Plan, as well as our 
Climate and Nature Action Plan for 2024 to 
2026, which continues to build on our ESG 
framework. The new plan provides details 
of our various ESG initiatives, how we will 
implement them, and further clarifies how 
we will both track and be accountable for 
our performance.

This builds on the financial year just 
passed, where we saw the delivery of the 
final year of our inaugural Climate Change 
Action Plan, with nearly 90 percent of 
the actions in the plan now delivered. 
The Bank has been able to nearly halve 
its operational emissions since 2020 
and made good progress on our target 
to purchase 100 percent renewable 
electricity by 2025.

The launch of the Bank’s inaugural 
Reflect Reconciliation Action Plan was 
another highlight as one of the first steps 
in our reconciliation journey. The Bank’s 
Executive and Board participated in 
cultural immersion experiences hosted in 
the Bendigo region by the Dja Dja Wurrung 
and the Kaurna peoples in the Adelaide 
region as part of this process, which left 
lasting impressions.

Directors’ ReportOperating and Financial ReviewRemuneration ReportShareholder informationFinancial Report4

Message from our Chair

Message from our Chair continued

Rest assured the bank continues to prioritise sustainable 
growth for the benefit of all our stakeholders including 
customers, people, partners, communities and shareholders.

Reflecting on my time at the Bank I am 
proud to have worked closely with your 
CEO and Managing Director Marnie Baker 
and her talented Executive team during a 
period of accelerated change for the bank, 
its customers and the community.

David Foster, as an existing member of 
the Board, is well qualified to continue 
working with the Executive team and I am 
pleased he will be your new Chair. Rest 
assured your Bank is in good shape and 
I will continue to take a keen interest in 
its progress.

I want you to know there are many 
talented and skilled people working hard 
for you and all our stakeholders, right 
across the organisation. I remain confident 
we have the right mix of experience and 
skills on our Board, Executive, within our 
Senior Leadership team and across the 
breadth of the company.

Their combined efforts will remain 
important as our people continue to 
execute on our vision to be Australia’s 
bank of choice. We look forward to the 
challenges and opportunities of the 
coming year, and to continue delivering 
on our longstanding purpose of feeding 
into the prosperity of our customers and 
the community.

Jacqueline Hey 
Chair, Bendigo and Adelaide Bank

In conjunction with our Community Bank 
partners, the Bank awarded 200 first time 
students more than $700,000 as part of 
our expanded 2023 Scholarship Program 
which delivers on our commitment 
to address jobs and skills challenges 
in regional areas. The program has 
now provided more than $12 million in 
funding to more than 1,500 students 
across Australia.

Established to empower and assist 
students on their educational journey, 
the program creates life changing 
opportunities for students who might 
otherwise miss out on further education, 
especially those in regional and remote 
areas. I am proud of what the program has 
achieved, and I hope you are too.

A diverse mix of experiences and expertise 
is crucial to the success of any Board. We 
have been fortunate in this regard with no 
shortage of attractive candidates. 

The Bank appointed digital executive and 
entrepreneur Alistair Muir in September 
2022 and his constructive contributions to 
our board discussions have been welcome. 
We will also welcome Margaret Payn as 
a Non‑Executive Director commencing 
in September 2023. Margaret brings 
a strong background in banking and 
financial services. We have announced the 
retirement of Jim Hazel as a Non‑Executive 
Director effective from November. We 
thank Jim for his many years of valuable 
contribution to your Board.

As you may know, this is my final report as 
your Chair and my last year as a Director, 
with my time at Bendigo and Adelaide 
Bank coming to an end. I have served as 
Director of the Bank for more than 12 years 
and as your Chair for the last four years, 
which has been a highlight of my career.

Message from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  5

Directors’ ReportOperating and Financial ReviewRemuneration ReportShareholder informationFinancial Report6

Message from our CEO & MD

Message from our CEO & MD

As the Bank continues with the important program of work that will help us deliver on our 
vision to be Australia’s bank of choice, it’s important to consider the achievements we have 
made on this journey and reflect on just how far we’ve come.

Over recent years, the Bank has 
made good progress on our strategic 
imperatives of reducing complexity in our 
operations, investing in our capabilities and 
telling our story in more ways than ever.

As the Bank and our customers face 
into a new set of challenges with the 
conclusion of the low interest rate cycle, 
I’m proud of what we have achieved and 
reminded once again of the important role 
strong banks play in the community, and 
particularly in regional Australia.

As a result of this hard work, the Bank has 
never been better placed to offer support 
to those who need it and to continue 
delivering on our purpose of feeding into 
the prosperity of our customers and their 
communities, and not off them.

As you may know, the Bank has introduced 
a strengthened focus on returns, execution 
and sustainable growth. I’m pleased to 
share the results of this work with you over 
the following pages, which show improved 
financial performance across the Bank’s 
key metrics such as cash earnings, return 
on equity and dividends per share.

The Bank delivered record cash earnings 
and further improvements in our cost‑to‑
income ratio in financial year 2023 through 
disciplined lending, continued growth 
in deposits and a measured approach 
to cost management in a period of 
high inflation.

Cash earnings per share

102.1 cents

Up 13.7%

Marnie Baker

CEO & MD, Bendigo and Adelaide Bank

Message from our ChairYear in ReviewIntroductionAnnual Report 2023  7

2.4 million
Customers  
up 9.9%

$320 million
in profits to be returned  
to the community by our unique  
Community Bank model

8.62%
Return on Equity  
up from 7.72%

Our transformation strategy is on track. 
We continue to embed changes within the 
Bank to meet the growing and changing 
expectations of our customers and 
other stakeholders, while also ensuring 
the Bank is nimble enough to adapt to 
changes in the environment that are yet 
to present themselves.

Over the year, we reached a number 
of key milestones for the Bank which 
included reducing the number of core 
banking systems from seven to four. The 
percentage of home loan settlements 
achieved through digital channels has 
increased to 12 percent for the second half 
and one third of the Bank’s applications 
are now in the cloud.

Bendigo and Adelaide Bank continues to 
maintain Australia’s fourth largest branch 
network and has more branches per 
customer than any other Australian bank. 
Our physical network is very important 
to us, and we value the personalised 
interactions we have with our customers 
every day.

Our customer numbers have continued to 
grow over the year, increasing 9.9 percent 
to 2.4 million. They are attracted to our 
trusted brand because we continue to put 
our customers at the centre of everything 
we do. They are attracted to our quality 
products, award‑winning service and 
digital offerings which are all helping to 
drive our Net Promoter Score which is 
now 28.4 points higher than the industry 
average, widening the gap against our 
competitors by 2.1 points in the last 
12 months alone.

These achievements are proof of our 
unwavering commitment to become a 
bigger, better and stronger bank. 

Our people, who are the key to our 
success, have embraced this change with 
staff engagement levels remaining steady. 
Importantly, we have retained our market 
leading customer advocacy, trust and 
reputation scores while doing so.

This year our unique Community Bank 
model celebrated its 25th anniversary and 
is on track to return $320 million in profits 
to the community since inception. The 
model is just one of the ways we continue 
to deliver on our purpose, and we are 
extremely proud of its success and of the 
communities they have strengthened.

Looking ahead, the 
opportunities for our Bank 
has never been clearer.

A review of our business and agribusiness 
division has identified target markets 
that will support our focus on sustainable 
returns. Our prudent approach to lending, 
supported by our unique Community Bank 
model, has paid off with a return to growth 
in the final quarter of FY23. We expect 
customer interest in our digital mortgage 
products to continue to grow as they 
embrace their convenience and utility.

There is a downside to the speed and 
convenience of digital products as the 
landscape for scams and fraud continues 
to evolve. As part of our ongoing and 
consistent focus on protecting our 
customers, the Bank has tightened 
transaction rules, removed hyperlinks from 
our SMS messages and doubled the size 
of our financial crime team.

We continue to work hard to proactively 
detect and prevent the unauthorised use 
of customer accounts. We advocate for a 
whole of system approach to combatting 
scams and fraud and remind customers 
of the important role they play in keeping 
their information secure.

The value of our transformation agenda 
is evident in the improved returns we 
have delivered for shareholders over 
the last 12 months, with cash earnings 
per share increasing from 89.8 cents to 
102.1 cents, Return on Equity increasing 
from 7.72 percent to 8.62 percent and our 
Common Equity Tier 1 ratio increasing 
from 9.68 percent to 11.25 percent.

We are committed to maintaining 
momentum in returns for our shareholders 
by managing our costs, generating 
sustainable returns on our assets and 
liabilities, and leveraging those qualities 
that make Bendigo and Adelaide Bank 
unique: our connection with communities, 
our regional roots and our position as 
Australia’s most trusted bank.

At this year’s Annual General Meeting, we 
will say farewell to Jacquie Hey. Jacquie is 
retiring from the Bank after 12 years as a 
Director and four years as Chair. Jacquie 
has been a valuable sounding board for 
the organisation providing thoughtful 
advice and guidance during a period of 
intense change. I thank Jacquie for her 
wise counsel and commitment to the 
purpose and performance of the Bank.

I’d also like to welcome David Foster, 
Jacquie’s successor as Chair. David has 
a strong background in banking and 
developed a deep understanding of our 
Bank after being elected to your Board 
in 2019. I look forward to working closely 
with David and continuing to deliver on 
our purpose of feeding into the prosperity 
of our customers and the community and 
executing on our vision to be Australia’s 
Bank of choice.

Marnie Baker 
CEO and Managing Director,  
Bendigo and Adelaide Bank

Directors’ ReportOperating and Financial ReviewRemuneration ReportShareholder informationFinancial Report8

Year in Review

2023 Year in review highlights

We are proud of our regional heritage and the positive impact we have in the communities in 
which we operate. Our vision is to be Australia’s bank of choice – for those who bank with us, 
work for us, partner with us and invest in us. 

Our longstanding purpose of feeding into the prosperity of our customers continues to underpin everything we do. In FY23, we have 
continued to develop and build on the strength of our trusted brand and our authentic connection to community and regional Australia 
as our competitive advantage. The following is a snapshot of the financial and non‑financial milestones we achieved in FY23.

Customers and Trust
Customers
We are proud to be Australia’s most trusted 
bank with Australia’s most satisfied home loan 
customers. We have achieved and maintained 
our high trust and satisfaction scores by putting 
our customers at the centre of everything 
we do. They recognise we are a genuine 
alternative to the major banks, which has seen 
our customer numbers rise almost 10 percent 
to 2.4 million. We are committed to meeting 
the evolving expectations of our customers by 
offering products and services that are simple, 
convenient, and personal.

Community
Our business activities deliver real value and 
create a positive difference in our communities, 
impacting the health and wellbeing of our 
customers and the places they live, work and 
play. Our commitment to community through 
our Community Bank model, philanthropic 
donations and the many social investments and 
partnerships that occur across our business, 
help bring our social purpose to life each day. 
We have remained true to our regional roots; we 
have worked hard to maintain and strengthen 
our connection with communities, and we will 
continue to do everything we can to earn and 
keep our customers’ trust. 

Transformation
We have continued to deliver on our 
transformation agenda, with key milestones 
being achieved across the year. Our digital 
proposition expanded substantially with the 
launch of Up Home and Qantas Money Home 
Loans and in‑app digital term deposits. FY23 
also saw a significant increase in our digital 
home loan platform, BEN Express, which 
has delivered over $270 million in home loan 
settlements since inception, with more in 
the second half of 2023 than in the previous 
four years combined. These achievements 
demonstrate our expertise in digital and the 
value of our trusted brand.

FY23 Milestones

Most trusted bank
(Roy Morgan)

9.9% increase
in customer numbers

+23.2 NPS
(Net Promoter Score)

28.4 points
higher than industry  
average

Celebrated
25 years
of the Community  
Bank Model

$32.9 million
in Community Bank  
Contributions in FY23

$54.1 million
in donations received  
by the Community Enterprise  
Foundation in FY23

$1.1 million
across 289 scholarships  
in FY23

Reduced
core banking systems  
from seven to four

90 fewer  
IT applications

Launched
digital term deposits 

72% of customers
are active ebanking users

Message from our ChairMessage from our CEO & MDIntroductionAnnual Report 2023  9

Financial Performance
Over the last 12 months, the Bank has made 
significant progress on our financial and 
strategic objectives. Financially, we have 
delivered on our key metrics. Cash earnings 
increased 15.3 percent to $576.9 million, 
Return on Equity increased 90 basis points to 
8.62 percent and our Cost to Income ratio 
improved by 420 basis points to 54.9 percent. 
These results have been achieved through 
managing our costs and reinvesting back into 
value enhancing areas of our business and 
demonstrate the progress we have made to 
deliver on our strategy. Importantly, we have 
continued to deliver on our busy agenda of 
change without losing sight of who we are. 

People
Empowered people create empowered 
communities. At the Bank we consistently 
promote teamwork, integrity, performance, 
engagement, leadership, inclusion, and passion. 
We pride ourselves on our commitment to 
conduct business ethically and to the highest 
possible standard. We believe diversity of 
experience, mindset and background inspires 
our best ideas, helps us challenge the status 
quo and identify better ways of working.

Planet
The Bank is committed to playing our part 
in the transition to net zero emissions and 
continues to build climate mitigation and 
adaption into our business and support our 
customers and their communities to build 
climate resilient futures. Our approach to how 
we manage and respond to climate change 
is shaped by our Board‑endorsed Climate 
Change Action Plan and Climate Change 
Policy Statement. Guided by these, we identify 
opportunities to respond, mitigate and adapt 
to climate change. With our customers and 
communities at the centre of everything we 
do, we support them with tools to take climate 
change adaption and mitigation into their 
own hands. 

Cash earnings after tax

$576.9 million

Up 15.3%

Net interest margin

1.94%

Up 20 basis points

Return on equity

8.62%

Up 90 basis points

Cost to income

54.9%

an improvement of  
420 basis points

Delivered our
Reflect Reconciliation  
Action Plan 

Achieved
Bronze status
through the Australian  
Workplace Equality  
Index (AWEI)

Female representation  
increased from 
33.7% to 37%
at the Other Executive/ 
General Manager level 

Delivered the
first in-house  
demographic  
survey

Reduced
Scope 1 & 2 
emissions by 46%
since 2020

Delivered close to 
90% of the actions 
identified in the Climate  
Change Action Plan

Launched BENZero 
our pathway to net  
zero by 2040

CDP Score of 
B (uplift from C)

Directors’ ReportOperating and Financial ReviewRemuneration ReportShareholder informationFinancial Report10

Directors’ Report

The Directors of Bendigo and Adelaide Bank Limited present 
their report together with the financial report of Bendigo and 
Adelaide Bank Limited (the Bank) and its controlled entities 
(the Group) for the year ended 30 June 2023.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionDirectors’ Report

Annual Report 2023  11

Directors’ Information
The names and details of the Directors in office as at the date of this report are as follows:

Jacqueline Hey

Chair, Independent

Marnie Baker

CEO and MD, Non-independent

Vicki Carter

Independent

BCom, Graduate Certificate  
in Management, GAICD, 57 years

Jacquie lives on the land of 
the Bunurong people of the 
Kulin Nation.

Jacquie joined the Board as a 
director in July 2011 and was 
appointed Chair in October 
2019, becoming the Bank’s 
first female Chair. 

Jacquie is a member of the 
Board Audit Committee and 
the Board People, Culture & 
Transformation Committee.

Jacquie has international 
executive experience in business 
and technology systems 
including as Managing Director 
& CEO of Ericsson – the Swedish 
telecommunications company ‑ in 
the UK and Ireland and Australia/
NZ prior to becoming a full‑time 
company director in 2011.

Jacquie Hey will retire from 
the Board from the close of 
the Annual General Meeting 
on 24 October 2023. 

Other director and memberships 
(including directorships of other 
listed companies for the previous 
three years):

 • Director of Qantas 

Airways Limited (ASX listed 
Aug 2013 to present)

 • Director of Commonwealth 

Superannuation Corporation 

 • Member of Brighton Grammar 

School Council 

 • Former Director of AGEL 

Energy Limited (ASX listed, 
Mar 2016 to May 2022)

BBus, ASA, MAICD and SFFin, 55 years 

Marnie Baker lives on the land of 
the Dja Dja Wurrung people of 
the Kulin Nation. 

Marnie was appointed Chief 
Executive Officer & Managing 
Director in July 2018.

Marnie has over 30 years 
experience in the financial services 
industry, across banking, trustee 
and custodial services, financial 
planning, insurance and funds 
management. Marnie has been 
with the Bendigo and Adelaide 
Bank Group since 1989, and an 
Executive of the Bank since 2000. 
Her most recent positions include 
Chief Customer Officer which had 
responsibility for all the customer 
facing and direct customer 
support businesses across the 
Group, Executive Corporate 
Resources with responsibility for 
human resources, information 
technology, legal, assurance, 
property & security, procurement, 
and corporate services, as well 
as previous positions of Chief 
Information Officer, Group 
Treasurer and Chief Executive 
Officer Sandhurst Trustees.

Other director and memberships 
(including directorships of other 
listed companies for the previous 
three years):

 • Deputy Chair of Australian 

Banking Association Limited 

 • Member of Business Council 

of Australia 

 • Member of La Trobe 

University’s Bendigo Regional 
Advisory Board 

 • Member of Mentally Healthy 
Workplaces Advisory Group

BA (Social Sciences), Dip Mgt, Certificate 
in Executive Coaching, GAICD, 59 years

Vicki lives on the land of 
the Bunurong people of the 
Kulin Nation.

Vicki joined the Board in 
September 2018. Vicki is Chair 
of the Board People, Culture 
& Transformation Committee 
and a member of the Board 
Risk Committee.

Vicki has over 30 years’ experience 
in the financial services and 
telecommunications sectors with 
executive roles in distribution, 
strategy and operations, human 
resources and transformation. 

Vicki’s former roles include 
Executive Director, Transformation 
Delivery at Telstra, and prior to 
that, she held several executive 
roles at NAB including Executive 
General Manager ‑ Retail Bank, 
Executive General Manager ‑ 
Business Operations and General 
Manager ‑ People and Culture, 
as well as senior leadership 
roles at MLC, ING and Prudential 
Assurance Co Ltd.

Other director and memberships 
(including directorships of other 
listed companies for the previous 
three years):

 • Director of ASX Limited (ASX 
listed Feb 2023 to present)

 • Director of IPH Limited (ASX 
listed Oct 2022 to present)

 • Chair of Sandhurst 
Trustees Limited

Richard Deutsch

 Independent

BE, FCA, 56 years

Richard lives on the land of the 
Bidjigal and Gadigal people of 
the Eora Nation.

Richard joined the Board in 
September 2021. Richard is Chair 
of the Board Audit Committee and 
a member of the Board Financial 
Risk Committee.

Richard most recently served as 
CEO of Deloitte Australia, the 
Managing Partner of the Audit & 
Advisory Practice and a member 
of the Global Audit & Advisory 
Leadership Team. Richard’s 
career also includes more than 
25 years working with PwC, 
including nine years on PwC’s 
Australian executive.

His former directorships also 
include serving as President 
and Chairman of the Institute of 
Chartered Accountants Australia 
(now Chartered Accountants 
Australia and New Zealand). 
Richard has also been a 
member of the Business Council 
of Australia.

Other director and memberships 
(including directorships of other 
listed companies for the previous 
three years):

 • Chair Movember Foundation 

 • Director of AUB Group Limited 

(ASX listed, Dec 2022 to present)

Operating and Financial ReviewRemuneration ReportShareholder informationFinancial Report12

Directors’ Report continued

David Foster

Independent

Jim Hazel 

Independent

David Matthews 

Independent

B.AppSci, MBA, SFFin, FAIM, GAICD, 54 years

BEc, SFFin, FAICD, 72 years

Dip BIT, GAICD, 65 years

David lives on the land of the Kabi Kabi people.

Jim lives on the land of the Kaurna people.

Jim joined the Board in March 2010. Jim is a 
member of the Board Risk Committee and 
the Board Financial Risk Committee.

Jim is a professional public company director 
who has had an extensive career in banking, 
finance, and risk management, including in the 
regional banking industry. Jim has had more 
than 40 years of experience in the financial 
services sector. 

As Chair of the Adelaide Festival Centre, 
Jim played a pivotal role in the redevelopment 
of Her Majesty’s Theatre in Adelaide and led 
the Arts Community through the challenging 
pandemic period. 

Jim Hazel will retire from the Board from 
the close of the Annual General Meeting 
on 24 October 2023. 

Other director and memberships (including 
directorships of other listed companies for 
the previous three years):

 • Chair of Ingenia Communities Group Limited 

(ASX listed, Mar 2012 to present) 

 • Chair of Precision Group 

David lives on the land of the Wotjobaluk 
people of the Kulin Nation.

David joined the Board in March 2010. David 
is a member of the Board Audit Committee 
and the Board Financial Risk Committee. David 
is also a member of the Community Bank 
National Council and Chair of the Agribusiness 
Advisory Committee. 

David has extensive connections and 
experience with regional and rural Australia. 
David played a fundamental role in the 
creation of the Community Bank network and 
chaired the first Community Bank company in 
Australia which began in Rupanyup and Minyip 
in Victoria.

David has broad experience in agribusiness 
from production to international trade, 
deep community connections and an 
understanding of the critical role ‘people’ play 
in business success. 

Other director and memberships (including 
directorships of other listed companies for 
the previous three years):

 • Director Rupanyup/Minyip Finance 

Group Limited 

 • Chair of Barossa Hills Fleurieu Local 

 • Director of Farm Trade Australia Pty Ltd 

Health Network 

 • Former Director of Australian Grain 

 • Director of Omega Communities Pty Ltd 

Technologies Pty Ltd 

 • Director of Chapman Capital Partners 

 • Pro‑Chancellor of University of South Australia

David joined the Board in September 2019. 
David is Chair of the Board Financial Risk 
Committee and a member of the Board People, 
Culture & Transformation Committee.

David’s executive career ‑ primarily in financial 
services ‑ has spanned over 25 years, most 
recently as CEO of Suncorp Bank from 2008 
to 2013. He also held several senior roles with 
Westpac Banking Corporation in Sydney 
and Queensland across a 14‑year period. 
David was previously the Chair of Motorcycle 
Holdings Limited and is now the current Chair of 
G8 Education Limited and Youi Holdings Group 
Limited. In December 2022, he was appointed 
director of Star Entertainment Group Limited 
and in March 2023, David was announced 
as the Star Entertainment Group Limited’s 
new Chair.

David has experience in strategy, mergers and 
acquisitions, operational leadership, finance and 
risk management, product management and 
marketing, and change management.

David will be appointed Chair from the 
close of the Annual General Meeting on 
24 October 2023.  

Other director and memberships (including 
directorships of other listed companies for 
the previous three years):

 • Chair of G8 Education Limited (ASX listed, 

Feb 2016 to present)

 • Chair of Youi Holdings Group Limited 
(ASX listed, Sept 2022 to present, 
chair since Jan 2023)

 • Chair of Star Entertainment Group Limited 

(ASX listed, Dec 2022 to present, 
chair since March 2023) 

 • Former Director Helia Group Limited 
(previously Genworth Mortgage 
Insurance Australia Limited) (ASX listed, 
May 2016 to Mar 2022)

 • Former Director Motorcycle Holdings Ltd 

(ASX listed, Mar 2016 to Dec 2022)

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionDirectors’ Report

Annual Report 2023  13

Alistair Muir

Independent

(Patricia) Margaret Payn

Independent

Victoria Weekes

Independent

Dip. Comp Sci, BSC (Hons), MAICD, 42 years

Alistair lives on the land of the of the Bidjigal 
and Gadigal people of the Eora Nation.

Alistair joined the Board in September 
2022. Alistair is a member of the Board Risk 
Committee and the Board People, Culture 
& Transformation Committee.

Alistair is an experienced digital executive and 
entrepreneur with almost 20 years experience 
working in Financial Services and in Technology 
across a broad range of ASX 50 and Fortune 
500 companies.

Alistair is currently the Managing Director of 
advisory business Vanteum and has advised 
several banks, insurers, and Fintech businesses 
on Open Banking and the Consumer Data 
Right (CDR) as well as advising several 
government departments in Australia and 
overseas on Fintech and digital innovation. 
He was previously Director and Chair of 
the Technology Board committee at Humm 
Group Limited.

Other director and memberships (including 
directorships of other listed companies for 
the previous three years):

 • Director of Helia Group Limited (formerly 

Genworth) (ASX listed, Dec 2021 to present) 

 • Director of AFM Investments Pty Ltd 

 • Director of Davak Pty Ltd 

 • Member of ASIC’s Consultative Panel 

B.A (Honors) French and Pure Mathematics,  
ICAEW Fellow (FCA), 63 years

Margaret lives on the land of the Kaurna people.

Margaret will join the Board from 14 September 
2023. Margaret will be a member of the Board 
Financial Risk Committee and the Board 
Risk Committee.

Margaret’s career has been mainly in finance, 
risk and operational roles across financial 
services including retail banking, institutional 
banking and wealth management. She also has 
significant non‑executive experience covering 
publicly listed companies, subsidiaries of large, 
listed companies and responsible entities for 
investment schemes and trusts for both public 
and private markets. She has extensive global 
experience, having worked in Australia, Asia 
and the UK. 

Margaret’s most recent executive position was 
AMP Capital’s Chief Financial Officer and Chief 
Operating Officer; she has held roles as Group 
Managing Director of Strategy and Marketing 
at ANZ Banking Group and senior finance roles 
across ANZ, Westpac and Citigroup Australia.

Prior to that, Margaret held senior finance 
and operational roles at Schroders plc in Asia, 
London and Australia. She was also the Group 
Risk director during her time in London.

Other director and memberships (including 
directorships of other listed companies for 
the previous three years):

 • Advisor to CSIRO on the commercialisation 

of science and technology

 • Former Director of Humm Group Limited 

(ASX listed, Mar 2021 to Jun 2022)

 • Director of Albion Technology 

& General VCT plc 

 • Director of JP Morgan Mid Cap 

Investment Trust plc  

BCom (UNSW) LLB (UNSW), FAICD, 61 years

Victoria lives on the land of the Wangal people 
of the Eora Nation.

Victoria joined the Board in February 2022. 
Victoria is Chair of the Board Risk Committee 
and member of the Board Audit Committee.

Victoria has over 35 years of experience in 
financial services. Victoria has held executive 
roles with major Australian listed companies 
and multi‑nationals including Westpac, Citi, 
Allens and Jarden Morgan (now CS First 
Boston). Victoria is the Deputy Chair of 
the ASIC Markets Disciplinary Panel and 
former chair of NSW Treasury Audit and 
Risk Committee.

Victoria has been a non‑executive director 
and chair with experience across a range 
of business sectors in the public, private, 
government and not‑for‑profit organisations, 
with expertise in risk management, regulation, 
and compliance at both executive and 
board level.

Victoria is a Senior Fellow and past president 
of professional standards body FINSIA, a 
Fellow of the Australian Institute of Company 
Directors, a Chartered Banker and was 
previously the chair of the Australian Gender 
Equality Council. Victoria was a former director 
of URB Investments Limited (ASX:URB). 

Other director and memberships (including 
directorships of other listed companies for 
the previous three years):

 • Director of Alcidion Group Limited 

(2021 – current) (ASX listed, Sept 2001 
to present)

 • Director of Risk Compliance Solutions 

Pty Ltd 

 • Member of State Library Council of NSW 

 • Member of ASIC’s Markets Disciplinary Panel

Operating and Financial ReviewRemuneration ReportShareholder informationFinancial Report14

Directors’ Report continued

Company Secretary
Belinda Donaldson (BCom(Economics), LLB) was appointed as 
Company Secretary of the Bank on 9 January 2023. She is an 
experienced corporate lawyer and governance professional with 
extensive experience assisting listed, non‑listed and not‑for‑profit 
organisations, in mergers and acquisitions, commercial law, 
corporate governance and advisory matters.

Dividends and Distributions
The Directors announced on 14 August 2023 a fully franked 
dividend of 32 cents per fully paid ordinary share. The final 
dividend is payable on 29 September 2023. The proposed 
payment is expected to total $181.1 million.

The following fully franked dividends were paid by the Bank during 
the year on fully paid ordinary shares:

Will Conlan, Chief of Staff and the former Company Secretary 
of the Bank, was appointed Company Secretary effective 
18 October 2022 on an interim basis until 9 January 2023.

 • A final dividend for FY22 of 26.5 cents per share, paid on  

29 September 2022 (amount paid: $147.4 million); 
and

Carmen Lunderstedt was Company Secretary of the Bank until 
her resignation effective 17 October 2022.

 • An interim dividend for FY23 of 29.0 cents per share, paid on  

31 March 2023 (amount paid: $162.1 million).

Principal Activities
The principal activities of the Group during the financial year 
were the provision of a broad range of banking and other financial 
services including consumer, residential, business, rural and 
commercial lending, deposit‑taking, payments services, wealth 
management, margin lending, and superannuation, treasury, 
and foreign exchange services.

Operating and Financial Review
The Group’s statutory profit after tax for the financial year ended 
30 June 2023 increased by 1.8 percent to $497.0 million (FY22: 
$488.1 million). This was impacted by:

 • An increase in net interest income due to an increase in 
net interest margin, in addition to an increase in interest 
earning assets.

 • An increase in operating costs of $140.5 million or 13.8 percent, 
due to an impairment of software intangible assets, along with 
increased investment spend, information technology costs and 
staff costs.

 • An increase in credit expenses largely attributed to an increase 

in collective provision charges driven by global economic 
uncertainty, higher inflation and cost of living pressures.

Further information on the Group’s operating results for the 
financial year are contained in the Operating and Financial 
Review section of this report. 

Further details on dividends provided for or paid during the FY23 
on the Bank’s ordinary and preference shares are provided at  
Note 8 Dividends of the Financial Report.

Review of Operations
An analysis of the Group’s operations for the financial year and 
the results of those operations, including the financial position, 
business priorities and prospects, is presented in the Operating 
and Financial Review section of this report.

State of Affairs
Changes in the principal activities of the Group have been 
outlined above.

There were changes made to the composition of the Board and 
the Executive team during the financial year, specifically:

Directors
1. Jan Harris resigned as a Non‑executive Director  

12 September 2022. 

2. Alistair Muir was appointed as a Non‑executive Director 

commencing 12 September 2022.

3. Margaret Payn was appointed as a Non‑executive Director 

commencing 14 September 2023 and will stand for election at 
the AGM.

4. Jim Hazel will retire as a Non‑executive Director effective from 

the AGM on 24 October 2023. 

5. Jacqueline Hey will retire as Chair and Non‑executive Director 

effective from the AGM on 24 October 2023.

6. David Foster will be appointed Chair from the AGM on  

24 October 2023

Executives
1. Adam Rowse was appointed as Chief Customer Officer 

Business and Agribusiness on 1 July 2022.

In the opinion of the Directors there have been no other significant 
changes in the state of affairs of the Group during the financial 
year. Further information on events and matters that affected the 
Group’s state of affairs is presented in the Chair’s and Managing 
Director’s Messages and the Operating and Financial Review 
section of this report.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionDirectors’ Report

Annual Report 2023  15

Events After Reporting Date
The Directors are not aware of any matter or circumstance which has arisen since the end of the financial year to the date of this report 
that has significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of 
affairs of the Group in subsequent financial years.

Rounding of Amounts
In accordance with ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, amounts in the Directors’ Report 
and Financial Report have been rounded to the nearest million Australian dollars unless otherwise indicated. 

Meetings of Directors
The Board met 16 times (scheduled and unscheduled meetings) in the year ended 30 June 2023. The following table includes:

 • names of the Directors holding office at any time during, or since the end of, the financial year;

 •

 •

the number of Board and Board Committee meetings for which each Director was eligible to attend; and

the number of meetings attended by each Director. 

Meetings during the year

Board

Audit

Financial Risk

Risk

Meetings during the year

Jacqueline Hey

Marnie Baker

Vicki Carter

Jan Harris1

David Foster

David Matthews 2

Jim Hazel

Richard Deutsch

Victoria Weekes 3

Alistair Muir 4

Margaret Payn 5

A

16

16

16

5

16

16

16

16

16

11

B

16

16

16

2

16

16

16

16

15

11

A

8

2

8

8

6

B

8

0

8

8

6

A

B

A

B

10

7

10

10

3

10

7

10

8

3

7

1

7

7

5

7

1

5

7

4

A = Number eligible to attend  B = Number attended

1.  Jan Harris resigned as a non‑executive director 12 September 2022. 

2.  David Matthews resigned as a member of the Board People, Culture & Transformation Committee, last meeting attended was 17 August 2022.

3.  Victoria Weekes resigned as a member of the Board Financial Risk Committee; last meeting attended was 14 September 2022.

4.  Alistair Muir was appointed as a non‑executive director commencing 12 September 2022.

5.  Margaret Payn was appointed as a non‑executive director commencing 14 September 2023.

People, Culture & 
Transformation

A

5

5

5

2

B

5

5

5

2

3

3

Operating and Financial ReviewRemuneration ReportFinancial ReportShareholder information16

Directors’ Report continued

Directors’ Interests in Equity
The relevant interest of each Director in shares in the Bank and in units of registered schemes made available by a related body corporate 
at the date of this report are as follows:

Ordinary shares

Jacqueline Hey

Marnie Baker

Vicki Carter

Richard Deutsch

David Foster

Jim Hazel

David Matthews

Alistair Muir

Victoria Weekes

Ordinary  
shares

57,437

1,422,635

24,850

8,183

13,170

42,835

47,625

1,043

9,693

Preference  
Shares

Performance  
Rights

Rights to 
Shares 1

Sandhurst Cash 
Common Fund ($) 2

250

100

—

—

—

—

—

—

—

—

130,384

—

—

—

—

—

—

—

—

—

—

4,415

—

—

—

—

4,415

—

14,470.90

—

—

—

—

—

—

—

1.   Rights to shares have been issued under the BEN Omnibus Plan Rules for the FY24 Non‑executive Directors Fee Share Plan. Each participant has elected to sacrifice a 

portion of the base fee, to which a number of rights have been allocated by dividing the fee sacrifice amount by the five day volume weighted average share price prior to the 
allocation date of 16 August 2023. The rights to shares vest in two equal tranches after six and 12 months, with the first tranche vesting in February 2024. Upon vesting, the 
Director must retain the converted shares for the duration of their service as a Director or for up to 15 years, whichever occurs earlier, and will form part of the fulfilment of the 
Minimum Shareholding Policy introduced from FY21. 

2.   Being a relevant interest in a managed investment scheme made available by Sandhurst Trustees Limited, a subsidiary of the Bank.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionDirectors’ Report

Annual Report 2023  17

Indemnification of Officers
The Bank’s Constitution provides that the Bank is to indemnify, to 
the extent permitted by law, each Officer of the Bank against any 
liability including, in particular, legal costs incurred in defending any 
proceedings or appearing before any court, tribunal, government 
authority or other body, incurred by an Officer in or arising out 
of the conduct of the business of the Bank or arising out of the 
discharge of the Officer’s duties.

As permitted by the Bank’s Constitution, the Bank has entered 
into deeds providing for indemnity, insurance and access to 
documents for each of its Directors. 

The deeds require the Bank to indemnify, to the extent permitted 
by law, the Directors for all liabilities incurred in their capacity 
as Directors.

Indemnification of Auditor
To the extent permitted by law and professional regulations, the 
Bank has agreed to indemnify its auditors, Ernst & Young, as part 
of the terms of its audit engagement agreement against all claims 
by third parties and resulting liabilities, losses, damages, costs and 
expenses (including reasonable external legal costs) arising from 
the audit engagement including any negligent, wrongful or wilful 
act or omission by the Bank. 

The indemnity does not apply to any loss resulting from Ernst 
& Young’s negligent, wrongful or wilful acts or omissions. No 
payment has been made under this indemnity to Ernst & Young 
during or since the financial year end. 

Insurance of Directors and Officers
During or since the financial year end, the Bank has paid a 
premium to insure certain Officers of the Bank and its related 
corporate bodies. The Officers of the Bank covered by the 
insurance policy include the Directors, the Company Secretary, 
and Directors and Company Secretaries of controlled entities, 
who are not Directors or Company Secretaries of the Bank. The 
policy also covers Officers who accept external directorships as 
part of their responsibilities with the Bank. The insurance does 
not provide cover for the external auditor of the Bank. Disclosure 
of the nature of the liabilities covered and the amount of the 
premium is prohibited by the confidentiality clause of the contract 
of insurance.

Performance and Deferred  
Share Rights
Rights to ordinary shares in the Bank (Rights) are issued by the 
Bank to employees under the Performance Rights Plan and 
Deferred Share Rights Plans and these plans are governed 
by the BEN Omnibus Plan Rules. Each right represents an 
entitlement to one fully paid ordinary share in the Bank, 
subject to certain conditions.

During or since the end of the financial year the Bank granted 
1,204,047 rights (2022: 1,429,004). This included 287,276 rights 
granted to key management personnel.

As at the date of this report there are 2,329,028 rights that 
are exercisable or may become exercisable at a future date 
under the Plans. The last date for the exercise of existing rights 
awards that may vest is up to 30 September 2028.

During or since the end of the financial year 443,534 rights 
vested (2022: 493,220) and no new fully paid ordinary shares 
were awarded by the Bank during or since the end of the 
financial year resulting from rights being exercised.

During or since the end of the financial year, 98,100 rights 
have lapsed.

There were no options over unissued ordinary shares at the 
start of the financial year and no options to acquire ordinary 
shares in the Bank were issued during or since the end of the 
financial year.

Further details of Key Management Personnel equity 
holdings during the financial year are detailed in the 
Remuneration Report.

Corporate Governance
An overview of the Bank’s corporate governance structures 
and practices is presented in the 2023 Corporate 
Governance Statement available from the Bank’s website 
at: bendigoadelaide.com.au/public/corporate_governance/
index.asp 

The Bank confirms it has followed the ASX Corporate 
Governance Principles and Recommendations (4th edition) 
during FY23.

Environmental Regulation
The Bank’s operations are not subject to any significant 
environmental regulations under a law of the Commonwealth  
or of an Australian State or Territory. 

For information about our approach to climate change, 
greenhouse gas emissions and environmental footprint, 
carbon neutral certification and progress against our 
environmental targets, see our 2023 Sustainability Report. 

Operating and Financial ReviewRemuneration ReportFinancial ReportShareholder information18

Directors’ Report continued

The Board Audit Committee has reviewed the nature and scope 
of the above non‑audit services provided by Ernst & Young. This 
assessment was made on the basis that the non‑audit services 
performed did not represent the performance of management 
functions or the making of management decisions, nor were 
the dollar amounts of the non‑audit fees considered sufficient 
to impair the external auditor’s independence. The Board Audit 
Committee has confirmed that the provision of those services 
is consistent with Group’s External Audit Independence Policy 
and compatible with the general standard of independence for 
auditors imposed by the Corporations Act 2001. This confirmation 
was provided to, and accepted by, the full Board. 

Details of the fees paid or payable to Ernst & Young for audit, 
review, assurance and non‑audit services provided during the 
year are contained in Note 36 Remuneration of Auditor of the 
Financial Report.

Declaration by Chief Executive Officer 
and Chief Financial Officer
The Chief Executive Officer and Managing Director, and the Chief 
Financial Officer have provided the required declarations to the 
Board in accordance with section 295A of the Corporations Act 
2001 and recommendation 4.2 of the ASX Corporate Governance 
Principles and Recommendations in relation to the financial 
records and financial statements for the year ended 30 June 2023.

The Chief Executive Officer and Managing Director, and the 
Chief Financial Officer also provided declarations to the Board, 
consistent with the declarations under section 295A of the 
Corporations Act 2001 and recommendation 4.2 of the ASX 
Corporate Governance Principles and Recommendations, 
in relation to the financial statements for the half year ended 
31 December 2022.

To support the declaration, formal risk management and financial 
statement due diligence and verification processes including 
attestations from senior management, were undertaken. This 
assurance is provided every six months in conjunction with the 
Bank’s half year and full year financial reporting obligations. The 
financial statements are made on the basis that they provide a 
reasonable but not absolute level of assurance and do not imply 
a guarantee against adverse circumstances that may arise in 
future periods.

Non‑audit Services
The Board Audit Committee has assessed the independence 
of the Group’s external auditor, Ernst & Young, for the year ended 
30 June 2023. The assessment was conducted in accordance 
with the Group’s External Audit Independence Policy and the 
requirements of the Corporations Act 2001. The assessment 
included a review of non‑audit services provided by the auditor 
and an assessment of the independence declaration issued by the 
external auditor for the year ended 30 June 2023.

Non‑audit services are those services paid or payable to Ernst & 
Young which do not relate to Group statutory audit engagements. 
In its capacity as the Group’s external auditor, Ernst & Young is 
periodically engaged to provide assurance services to the Group 
in accordance with Australian Auditing Standards. All assignments 
are subject to engagement letters in accordance with Australian 
Auditing Standards. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionDirectors’ Report

Annual Report 2023  19

Auditor’s Independence declaration

Ernst & Young 
8 Exhibition Street  
Melbourne  VIC  3000  Australia 
GPO Box 67 Melbourne  VIC  3001 

  Tel: +61 3 9288 8000 
Fax: +61 3 8650 7777 
ey.com/au 

Auditor’s Independence Declaration to the Directors of Bendigo and 
Adelaide Bank Limited 

As lead auditor for the audit of the financial report of Bendigo and Adelaide Bank Limited for the 
financial year ended 30 June 2023, I declare to the best of my knowledge and belief, there have been: 

a.  No contraventions of the auditor independence requirements of the Corporations Act 2001 in 

relation to the audit;  

b.  No contraventions of any applicable code of professional conduct in relation to the audit; and 

c.  No non-audit services provided that contravene any applicable code of professional conduct in 

relation to the audit. 

This declaration is in respect of Bendigo and Adelaide Bank Limited and the entities it controlled 
during the financial year. 

Ernst & Young 

T M Dring 
Partner 
11 September 2023 

A member firm of Ernst & Young Global Limited 
Liability limited by a scheme approved under Professional Standards Legislation 

Operating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
20

Operating and Financial Review

Our Strategy

Our vision is to be Australia’s bank of choice – for those who bank with us, work for 
us, partner with us and invest in us. Our purpose of feeding into prosperity, not off it, 
is our anchor. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionOperating and Financial Review

Annual Report 2023  21

As the only regionally‑headquartered listed bank, our heart and 
soul and our values remain rooted in regional and rural Australia, 
where relationships are built on trust, care and a strong sense 
of community. We believe our success is driven by helping 
our customers and the communities in which they operate to 
be successful. 

As Australia’s better big bank and a top 100 ASX listed company, 
we aim to set an example of how banking should be: progressive, 
sustainable, shared and trusted. 

In the last year we have delivered continued growth in customers, 
loans, and deposits; we have improved our cost to income ratio 
and grown net profits while maintaining a strong balance sheet, 
liquidity, and credit quality.

Our transformation continues to improve our productivity, 
efficiency, speed to market and customer experience. Our 
underlying business, balance sheet, brand proposition, risk 
profile and transformation have made our business stronger 
for the future. 

While our strategy and vision remain the same, as we enter a 
new financial year, we will continue to strengthen our focus on 
returns, execution, sustainable growth and capital generation as 
we drive the business forward to better support and enhance the 
experience for our stakeholders.

We continue to reduce complexity, invest in capability and tell our 
unique story, with an eye to the future as we strive to be Australia’s 
bank of choice.

Our vision

Australia’s bank of choice

Our purpose

To feed into prosperity, not off it

Strategic Imperatives

Reduce complexity

Invest in capability

Tell our story

Customer Centric  
Operating Model

Customer Value  
Proposition

Growth and 
Transformation Strategy

ESG & Sustainability 
Business Plan

Digital by design, human 
when it matters

Based on trust, 
authenticity, knowledge, 
expertise, connection 
and personalised 
relationships

Propelled by human,  
digital and community 
connections

Managing ESG and 
Sustainability risks and 
opportunities

For our customers, people, partners, communities and shareholders

Directors’ ReportRemuneration ReportFinancial ReportShareholder information22

Operating and Financial Review continued

Our Business Performance
Our momentum in delivering improvements in shareholder returns continues through 
disciplined execution and our differentiated approach.

In FY23 we recorded cash earnings after 
tax of $576.9 million, a 15.3 percent increase 
on the prior year. Cash earnings per share 
of 102.1 cents were up 13.7 percent on 
the prior year. Our strengthened focus on 
returns contributed to a 90 basis points 
increase in return on equity to 8.62 percent, 
and a 420 basis points decrease in the cost 
to income ratio to 54.9 percent.

Net Interest Margin rose 20 basis points on 
the previous year to 1.94 percent, reflecting 
the impact of rising rates and our disciplined 
management of volumes and margins.

Customer numbers have grown 9.9 percent 
to 2.4 million and our leading Net Promoter 
Score 1 of 23.2 is 28.4 points higher than the 
industry average, with the gap widening 
over the year, because we continue to put 
the customer at the centre of everything 
we do.

Our transformation agenda is on track with 
the foundational work we have completed 
paving the way for ongoing simplification 
of our business. We have consolidated 
our core banking systems from seven to 
four, have 90 fewer IT applications and 
have moved one third of applications to 
the cloud.

Interest in our digital products, including 
Up Home and BEN Express, continues 
to grow with this channel accounting 
for 12.0 percent of total settlements in 
the second half. The proportion of our 
customers who actively use e‑banking has 
risen from 68 percent to 72 percent over 
FY23 as they recognise the convenience 
and utility of our platforms. We are digital by 
design and human when it matters.

We announced a fully franked final dividend 
of 32.0 cents per share, reflecting our desire 
to maintain a strong capital position given 
the uncertain business outlook, while 
balancing our commitment to support our 
shareholders with a reasonable return on 
their investment.

Cash earnings 
after tax ($m)

Statutory net profit 
after tax ($m)

FY23

FY22

FY21

FY20

576.9

FY23

500.4

FY22

497.0

488.1

457.2

FY21

524.0

301.7

FY20

192.8

Cost to income
(%)2

Cash earnings per share 
(cents)

FY23

FY22

FY21

FY20

54.9

FY23

102.1

59.1

FY22

60.3

FY21

89.8

85.6

62.7

FY20

59.7

Dividend per share
(cents)

Return on equity
(%)2

FY23

FY22

FY21

FY20

61.0

FY23

8.62

53.0

50.0

35.5

FY22

FY21

FY20

7.72

7.67

5.36

1.  Roy Morgan Net Promoter Score Roy Morgan Research, 6 month rolling averages, comparing BEN to the industry average. Industry includes: ANZ, BOM, BOQ, Bank SA, 
Bankwest, CBA, ING, NAB, St. George, Suncorp & WBC. Net Promoter, Net Promoter System, Net Promoter Score, NPS and the NPS related emoticons are registered 
trademarks of Bain & Company, Inc., Fred Reichheld and Satmetrix Systems, Inc.

2.  Calculated using cash earnings

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionOperating and Financial Review

Annual Report 2023  23

Cash Earnings After Tax

Statutory Earnings After Tax

$576.9 million

FY22 $500.4 million

$497.0 million

FY22 $488.1 million

Up 15.3%

Up 1.8%

Income

Income (Cash Basis)

$1,932.8 million

FY22 $1,695.7 million

Net Interest Margin

1.94%

FY22 1.74%

Net interest income (cash basis) 
increased 17.6 percent to $1,662.5 million 
(FY22: $1,413.4 million). This was driven 
by an increase in net interest margin of 
20 basis points to 1.94 percent (FY22: 1.74 
percent) in FY23, in addition to an increase 
in average interest earning assets, up 
$4.4 billion or 5.5 percent.

Net interest margin has increased due 
to our disciplined approach to volume 
and margin management in a rising rate 
environment, as well as ongoing benefit 
from the management of our replicating 
portfolio. This was partially offset by 
lending margins narrowing from front 
book/back book pressure, and an increase 
in revenue share payments to Community 
Bank partners.

Other operating income (cash basis) 
decreased 4.3 percent to $270.3 million 
(FY22: $282.3 million). This was driven by 
reduced Homesafe realised income, loan 
fee income, income from joint ventures 
and associates and other revenue. The 
decline in other income is attributed to 
income items, such as dividends and 
contract payments, recorded in FY22 
which have not recurred in FY23. This is 
partially offset by increased management 
fees, foreign exchange income and fee 
income from non‑lending products.

Net interest margin represents the return 
on average interest earning assets less 
the costs of funding these assets Net 
interest margin is calculated including 
the impact of any revenue share 
arrangements with partners.

Operating Expenses

Operating Expenses 
(Cash Basis)

$1,061.2 million

FY22 $1,002.1 million

Cost to Income Ratio

54.9%

FY22 59.1%

Operating expenses (cash basis) 
increased 5.9 percent to $1,061.2 million 
(FY22: $1,002.1 million). Investment 
spend increased, reflecting the Group’s 
continued focus on reducing complexity 
across the business through investment 
in enabling technologies. Risk and 
compliance investment spend has also 
increased, with a focus on uplifting risk 
capabilities and culture. Customer‑
related fraud losses have continued to 
rise, with a $17.3 million increase from 
FY22. Information technology and staff 
costs have also increased, as the Group 
continues to invest further in cyber and 
data teams, and migrate services to 
the cloud.

Business as usual expenses (excluding 
investment spend and non‑lending 
losses) contributed 2.4 percent of the 
total expense growth which is well below 
inflation and reflects ongoing prudent 
expense management.

Cost to income ratio has decreased to 
54.9 percent (FY22: 59.1 percent) with 
operating expenses increasing at a slower 
pace than income. The Group maintains 
its commitment of reducing its cost to 
income ratio toward 50 percent over the 
medium term.

Directors’ ReportRemuneration ReportShareholder informationFinancial Report24

Operating and Financial Review continued

Credit expenses and provisions

Credit Expenses/(Reversals)

$33.6 million

FY22 ($27.2 million)

Total Provisions

$381.5 million

FY22 $371.6 million

Total credit expenses reflected a net expense of $33.6 million (FY22: $27.2 million release). 
This was largely attributed to an increase in collective provision charges from ($20.9) 
million to $13.3 million, driven by global economic uncertainty, higher inflation and cost 
of living pressures, with the impacts of the rapid interest rate increases expected to 
be recognised during the year. In addition, there has also been an increase in specific 
impairment charges from FY22 up $23.1 million to $21.3 million.

Credit performance remains resilient, with a reduction in impaired assets of 14.4 percent 
to $113.9 million (FY22: $133.1 million). Provision levels remain appropriate given the 
continuing uncertainties mentioned above. The total of provisions and equity reserve 
for credit losses (ERCL) increased over FY23 to $381.5 million (FY22: $371.6 million) 
which represents 0.48 percent of gross lending. 

Total provisions and reserves for credit losses ($m)

2H23

47.8

238.5

95.2

1H23

46.5

2H22

58.1

Specific

Collective

ERCL

232.3

225.7

95.2

87.8

Dividends

Dividends

61.0 cents

FY22 53.0 cents

The Board declared a fully franked final dividend of 32.0 cents per share (FY22: final 
dividend 26.5 cents per share). Dividend per share has increased 15.1 percent on the 
prior year.

The Group has in place a Dividend Reinvestment Plan (DRP) which provides shareholders 
with the opportunity of converting their entitlement to a dividend into new shares.

Dividend per share (cents)

FY23

29.0

59.7%

32.0

FY22

26.5

59.0%

26.5

FY21

23.5

58.4%

26.5

FY20

31.0

59.5%

4.5

FY19

35.0

82.4%

35.0

Interim

Final

Payout Ratio

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionOperating and Financial Review

Annual Report 2023  25

Divisional Performance

The Consumer division 
focuses on engaging with 
and servicing our consumer 
customers and includes the 
branch network (including 
Community Banks), Up digital 
bank, mobile relationship 
managers, third party banking 
channels, wealth services, 
Homesafe, and customer 
support functions.

Consumer
Net Interest Income
Net interest income of $1.3 billion represented an increase of 42.9 percent on the prior 
year. This was driven by an increase in net interest margin (NIM) of 57 basis points and 
an increase in average asset balances.

 • Average asset balances increased $3.3 billion, mainly in Third Party Banking, 

Leveraged Equities and Up, offset by reductions in Retail.

 • Average deposit balances have increased $4.1 billion on the prior year reflecting 

strong growth in both term deposit and call accounts mainly through the 
branch network.

 • Net interest margin after revenue share increased 57 basis points, with the benefit 
of rising rates on deposit margins being partially offset by reduced lending margins.

 • Revenue share payments increased $181.4 million mainly reflecting higher 

deposit NIMs.

Other Income
Other Income was $211.5 million, an increase of $1.0 million on FY22. There has been a 
reduction in Homesafe realised income of $9.7 million, offset by increased fee income 
from the wealth business due to improved margins and balances in funds. Deposit and 
other fee income has increased with the introduction of new fees during the year, in 
addition to an increase in net profits from joint ventures and associates.

Operating Expenses
Operating expenses were $445.7 million, an increase of $29.3 million on the prior 
year. The increase is largely driven by a $12.9 million increase in non‑lending losses, 
predominantly due to customer‑related fraud losses which increased by $17.3 million. 
Management fee and commissions expense has increased, with increased fees paid 
to Bendigo Superannuation and Homesafe. Depreciation and amortisation expenses 
have reduced $1.8 million following the impairment of a number of software assets, 
offset by increases due to lease incentive payments recorded in FY22.

Credit Expenses
Credit expenses have increased by $22.8 million to an $18.3 million expense in FY23. 
The increase is largely driven by increased collective provision charges, with minimal 
increases in specific impairments.

Directors’ ReportRemuneration ReportShareholder informationFinancial Report26

Operating and Financial Review continued

Divisional Performance (continued)

Business and Agribusiness 
focuses on servicing business 
customers and includes 
Business Banking and 
Portfolio Funding, in addition 
to all banking services 
provided to agribusiness, 
rural and regional Australian 
communities through 
Rural Bank.

Business and Agribusiness
Net Interest Income
Net interest income was $520.4 million, an increase of $37.5 million from the prior year.

 • Average asset balances declined $329.0 million reflecting reductions to business and 

residential lending partially offset by increases in agri lending.

 • Average deposit balances grew by $909.0 million from the prior year reflecting strong 

growth in term deposits partially offset by reduction in call accounts.

 • Net interest margin after revenue share increased 24 basis points with the benefit of 

higher rates on deposit margins partly offset by reduced lending margins.

Other Income
Other Income was $56.4 million, a reduction of $4.3 million from FY22. There has been 
a reduction in fee income, predominantly in the Government Services division. This is 
offset by a $3.6 million increase in foreign exchange income to $27.2 million in FY23, due 
to stronger deal flows and customer activity.

Operating Expenses
Operating expenses were $124.1 million, a reduction of $13.1 million from the prior year. 
Staff and related costs have reduced as a result of business consolidation initiatives, 
in addition to reduced staffing levels in the Government Services division in line with 
reduced volumes. Other operating costs, including occupancy costs have reduced, in 
part due to the consolidation of the Delphi brand and operations.

Credit Expenses
Credit expenses were $25.0 million in FY23 (FY22: $14.5 million net release). FY23 credit 
expenses include a $19.0 million specific impairment charge and a $6.7 million collective 
provision charge.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionOperating and Financial Review

Annual Report 2023  27

Divisional Performance (continued)

Corporate includes the 
results of the Group’s 
support functions including 
treasury, technology, 
property services, strategy, 
finance, risk, compliance, 
legal, human resources, and 
investor relations.

Corporate
Net Interest Income
Net Interest Income reduced by $178.3 million from FY22, driven by interest rate 
mismatch methodology (largely offset by higher net interest income in Consumer and 
Business & Agribusiness Divisions).

Other Income
Other Income was $2.4 million, a reduction of $8.7 million from FY22. This was 
predominantly driven by non‑recurring dividends and contract payments received in 
FY22, in addition to an increase in share of net losses from associates accounted for 
under the equity method.

Operating Expenses
Investment spend increased $18.0 million on the prior year with a focus on uplifting risk 
capabilities and culture. Other operating expenses have increased by $24.9 million. 
Information technology and staff costs have also increased, as the Group continues to 
invest further in cyber and data teams, and migrate services to the cloud.

Full time equivalent staff (FTE) increase was primarily in the area of Risk and Technology 
to support our strategic investment priorities and uplift to our cyber security capabilities.

Credit Expenses
Credit expenses were $9.7 million in FY23 (FY22: $8.2 million), an increase of $1.5 million 
from FY22, with a $1.6m increase in collective provision charges.

Directors’ ReportRemuneration ReportShareholder informationFinancial Report28

Operating and Financial Review continued

Under APRA’s new Basel III capital 
framework, the Board has revised the 
CET1 ratio target range to 10.0 percent to 
10.5 percent.

The Net Stable Funding ratio measures the 
amount of available stable funding (ASF) 
to the amount of required stable funding 
(RSF) as defined by APRA.

Capital

Common Equity Tier 1 Ratio

11.25%

FY22 9.68%

Liquidity

Liquidity Cover Ratio

136.6%

FY22 142.2%

Net Stable Funding Ratio

121.5%

FY22 129.2%

The Group’s CET1 ratio increased by 
157 basis points to 11.25 percent (FY22: 
9.68 percent). This was largely driven by 
the introduction of the Basel III capital 
frameworks. These came into effect from 
1 January 2023, increasing the reported 
31 December 2022 CET1 position by 111 
basis points. Across the year, the Group 
generated a further 53 basis points of 
net capital after payment of dividends, 
reflecting a disciplined focus on returns.

The Group is regulated by APRA due to 
its status as an Authorised Deposit‑taking 
Institution (ADI). APRA is the prudential 
regulator of the Australian financial 
services industry which includes ADIs. 
APRA’s Prudential Standards aim to ensure 
that ADIs remain adequately capitalised 
to support the risks associated with 
their activities and to generally protect 
Australian depositors.

The Liquidity Coverage Ratio (LCR) for 
the financial year was 136.6 percent 
(FY22: 142.2 percent), exceeding the 
regulatory minimum of 100 percent. The 
10 percent add‑on imposed by APRA on 
21 October 2020 to the net cash outflow 
component of the Liquidity Coverage 
Ratio calculation has been removed, 
effective from 9 August 2023.

The Net Stable Funding Ratio for the 
financial year was 121.5 percent (FY22: 
129.2 percent), exceeding the regulatory 
minimum of 100 percent.

The Liquidity Coverage Ratio represents 
the proportion of high quality liquid assets 
held by the Bank to meet short term 
obligations. The LCRs quoted represent 
the average daily LCRs over the respective 
12‑month period.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionOperating and Financial Review

Annual Report 2023  29

Lending

Gross Loan Balances by purpose

Residential

Commercial

Agribusiness

Consumer

Margin Loans

$58.6 billion

FY22 $57.6 billion

$10.3 billion

FY22 $16.6 billion

$6.3 billion

FY22 $6.1 billion

$1.7 billion

FY22 $2.2 billion

$1.9 billion

FY22 $1.4 billion

Up 1.8%

Down 2.9%

Up 4.5%

Down 23.5%

Up 30.8%

Total gross loans increased 1.2 percent to $78.7 billion over the 
year (FY22: $77.8 billion).

Residential lending increased from FY22, up 1.8 percent or 
$1.0 billion during FY23. The Group took a measured approach 
to managing margin and volume during a competitive market 
environment in the first half. In the last quarter of FY23, lending 
volumes improved as the Group grew at or above system with 
a disciplined approach to sustainable returns.

Business lending reduced over the year by 2.9 percent or 
$305.5 million, with significant competition from major peers. 
Agribusiness lending has increased 8.8 percent in the last 
six months, following the introduction of a strong broker 
proposition that has resonated well with the market. The Group 
has commenced a foundational rebuild of the Business and 
Agribusiness proposition that will occur over the next few years.

The increase of 30.8 percent or $442.1 million in margin loans 
is mainly due to the acquisition of the ANZ Investment Lending 
portfolio which was completed on 3 April 2023 and resulted in the 
addition of $558.5 million of margin loans.

Funding (including deposits)

Customer Deposits

Wholesale Deposits

Other Wholesale borrowings 1

Loan Capital 2

$66.1 billion

FY22 $64.3 billion

$11.2 billion

FY22 $10.3 billion

$11.8 billion

FY22 $11.7 billion

Up 2.8%

Up 8.7%

Up 1.2%

$1.4 billion

FY22 $1.4 billion

Up 0.4%

Total funding including deposits increased by 3.3 percent  
to $90.5 billion (FY22: $87.7 billion).

Funding Composition

The Group’s principal source of funding is customer deposits, 
which represented 73.0 percent (FY22: 73.3 percent) of the 
Group’s total funding. Customer deposits include deposits 
sourced from retail, small business and corporate customers, 
predominantly through the retail network.

Wholesale funding activities support the funding strategy providing 
additional diversification benefits from longer term borrowings. 
Wholesale funding (including the TFF and securitisation) increased 
to 27.0 percent of total funding (FY22: 26.7 percent) during FY23. 
Securitisation funding represented 3.2 percent of total funding 
(FY22: 4.4 percent). The Group launched its inaugural Covered 
Bond Programme in October 2022 to continue to diversify its 
funding sources, and completed this issuance during the year.

1.  Other wholesale borrowings include the RBA Term Funding Facility (TFF), securitisation and medium‑term notes.

2.  Loan Capital includes subordinated debt, converting preference shares and capital notes.

References to ‘wholesale funding’ include deposits from wholesale customers, loan capital and other wholesale borrowings.

Customer Deposits

73.0%

Wholesale Deposits

12.4%

Term Funding Facility 
(TFF)

Wholesale Borrowings 
(excl TFF)

Loan Capital

4.4%

8.7%

1.5%

Directors’ ReportRemuneration ReportShareholder informationFinancial Report30

Operating and Financial Review continued

FY23 
($m)

576.9

(1.5)

11.2

(1.6)

—

—

—

(2.0)

(37.2)

(27.4)

(4.5)

(16.9)

497.0

FY22 
($m)

500.4

—

19.3

—

3.3

1.7

(2.9)

—

—

(6.8)

(4.2)

(22.7)

488.1

Restructure costs represent business restructuring costs 
incurred as a result of structure changes within the Business and 
Agribusiness division, costs associated with the implementation 
of various cost and productivity initiatives through business 
simplification and restructuring activities, as well as costs 
associated with the conversion of the Alliance Partner model to 
the Community Bank model and operating structure.

Amortisation of acquired intangibles represents the amortisation 
of intangible assets acquired by the Group including brand names, 
customer lists, management rights, and acquired software.

Homesafe realised income represents funds received on 
completion, being the difference between the cash received 
on completion less the initial funds advanced and realised 
funding costs representing accumulated interest expense on 
the completed contracts since initiation.

Reconciliation cash earnings to statutory net profit

Cash earnings after tax

Fair value adjustments

Homesafe unrealised adjustments

Revaluation losses on economic hedges

Sale of Insurance Broker business

Sale of Debtor Finance business

Ferocia acquisition costs

ANZ Investment Lending acquisition costs

Impairment charges

Restructure costs

Amortisation of acquired intangibles

Homesafe realised income

Statutory net profit after tax

Fair value adjustments relate to the acquisition of the ANZ 
Investment Lending portfolio which was completed in April 2023 
and resulted in the recognition of fair value adjustments on the 
loans acquired. These fair value adjustments are amortised over 
the behavioural term of the underlying loans.

Homesafe unrealised adjustments represent unrealised funding 
costs (calculated as the interest expense incurred to fund existing 
contracts for the current year) and valuation movements of the 
investment properties held.

Revaluation losses on economic hedges represents unrealised 
losses from changes in the fair value of economic hedges. These 
movements represent timing differences that will reverse through 
earnings in the future.

ANZ Investment Lending acquisition costs represent costs 
associated with the acquisition of the ANZ Investment Lending 
portfolio, including legal and consultancy costs.

Impairment charges include an impairment of the Group’s 
investment in Bendigo Telco Limited, an impairment relating to the 
Group’s Right of Use Assets (ROUAs) and impairments relating 
to the Group’s software intangible assets. A detailed review of 
the Group’s software intangible assets and projects has been 
conducted during the past six months. This review has resulted in 
impairments to certain assets recorded where the asset has been 
decommissioned or abandoned. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionOperating and Financial Review

Annual Report 2023  31

Risk Management Framework, 
Material Risks and Business 
Uncertainties 
The Group operates in a complex and challenging external 
environment. Our Risk Management Strategy (RMS), framework, 
and practices support the Group to navigate such challenges and 
achieve its vision of being Australia’s bank of choice.

The Risk Management Framework (RMF) comprises the systems, 
structures, policies, processes, and people within the Group that 
identify, measure, evaluate, monitor, report, and control or mitigate 
all internal and external sources of material risk. The Board is 
ultimately responsible for the Group’s RMF and is responsible for 
the oversight of its operation by the Executive and management 
of the Group.

There are several key items approved by the Board and/or Board 
Committees which form part of the RMF. The Group undertakes 
an annual cycle to set the strategy and appetite for the Group 
and assess capital adequacy.

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All material risks are managed within a defined risk appetite 
which is aligned with the Group strategy and business objectives. 
The Board’s risk appetite for its material risks is documented in 
the Group’s Risk Appetite Statement (RAS). The Group’s RAS is 
reviewed, updated, and approved annually by the Board. The 
Group’s adherence to the risk appetite is reported regularly to the 
Board. The RAS defines the level and types of risk that the Group 
is willing to take.

Risk Culture 
Risk Culture refers to the shared attitudes, values, and 
behaviours that characterise how our people consider risk in their 
day‑to‑day activities.

A strong risk culture ensures that risk management is embedded 
in the Group’s culture, strategy, risk appetite, and decision‑
making processes, and that everyone understands their role in 
managing risk. A positive risk culture also promotes transparency, 
accountability, and a willingness to speak up about risks and 
issues to prevent or mitigate these before they materialise.

An effective risk culture is critical for the Group to deliver its 
strategic objectives and operate within its Risk Appetite. The 
Board, Executive, and senior management play a pivotal role 
in establishing the target risk culture state which guides and 
prioritises risk culture specific initiatives and assists the Board and 
Executive to form an aligned view of risk culture and its drivers. This 
is accomplished using the Group’s culture model.

Risk Capabilities, Skills & Behavioural Expectations
To enable and support a strong Risk Culture, it is important that 
our people model expected organisational behaviours and 
continually develop their risk capabilities and skills. 

Group frameworks set out the behavioural expectations of our 
people whilst our Values and Critical Few Behaviours provide 
a simple and clear set of actions to help accelerate the way 
we execute on our strategy whilst managing risk. Adherence 
to these behaviours is reviewed as part of the performance 
management cycle. 

Capabilities are behaviours and attributes that are demonstrated 
independent of context. They are broad, generic, and transferable 
and therefore have value and applicability across different roles, 
function, and divisions. Risk Acumen has its own category across 
the People Capability Framework to reflect that risk management 
should be foundational and everybody’s responsibility across the 
Group. Risk Acumen is a key pillar in both recruitment processes 
and in ongoing performance management of our people.

Skills are the knowledge and expertise which relate to a particular 
function, tool, or outcome. Skills are required to achieve work 
outcomes within a specific context and therefore could become 
obsolete over time. The Group develops risk skill matrices to 
align learning roadmaps and enterprise learning strategies to 
our people. 

Directors’ ReportRemuneration ReportShareholder informationFinancial Report 
 
 
 
 
32

Operating and Financial Review continued

Lines of Defence 
The Group adopts a Three Lines of Defence model across most of its operations, which allocates responsibility and accountability 
for risk across the three lines.

Each area has a distinct role and specific accountabilities. The model includes accountability (First Line), independent challenge 
(Second Line), and assurance & review (Third Line).

Three lines of defence is important because:

 •

 •

 •

It helps us define who is responsible for what across the organisation;

It avoids gaps in our risk management, and unnecessary duplication; and

It helps us deliver strong, integrated, Group‑wide assurance activities.

The table below provides a definition:

Line of Defence
Line of Defence

Definition
Definition

Ownership
Ownership

First Line of Defense (1LoD)

Accountability

Second Line of Defense (2LoD)

Independent Challenge

Third Line of Defense (3LoD)

Assurance and Review

Ownership of the business outcomes, 
risk and compliance obligations, risks, 
and controls.

1LoD includes most front facing and 
operations‑based staff. 

This includes Executives and all staff 
of those divisions, staff members with 
delegated authority to make decisions 
(including sales staff), including any staff 
conducting risk management activities 
as part of operational teams.

2LoD is made up of specialised risk, 
compliance, and subject matter expert 
resources, who are responsible for the 
development of risk frameworks and 
policies and providing independent 
oversight and challenge.

2LoD includes any specialist areas 
responsible for setting and monitoring 
adherence with enterprise‑wide standards.

Ownership of the design and operation 
of the risk management framework and 
the extent to which it is fit‑for‑purpose to 
enable the business to manage risk.

Setting the rules which are to be applied 
consistently across the organisation and 
are designed to ensure compliance or 
manage/reduce risk.

3LoD is made up of Group Internal Audit 
(GIA) and the co‑sourced internal audit 
provider (PwC).

Ownership of the execution of the  
Board Audit Committee‑approved 
assurance program.

3LoD is independent of management with 
a direct reporting line to the Board Audit 
Committee. The GIA team have unfettered 
access to the 1LoD and 2LoD people, 
systems, and processes which allows 
for objective, transparent, and credible 
assessment and reporting of the internal 
risk and control environment.

External audit fulfils a 3LoD role but is 
independent to GIA.

Further information on our Risk Management Framework, Governance and Appetite is presented  
in the 2023 Corporate Governance Statement.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionOperating and Financial Review

Annual Report 2023  33

Emerging Risks 
The Group has a process to identify key emerging risks that are 
either currently or likely to impact the Group in the near future.

Financial Risks
Financial risks arise from the Group’s risk‑taking activities that are 
reflected in the Group’s financial position and balance sheet.

The objective of the emerging risks review is to identify the Group’s 
key emerging risks, and review how the Group is managing these 
risks, to ensure:

 • Sufficient management attention and resources are being 

allocated; and

Credit Risk

 • An appropriate governance structure exists to enable Executive 

and Board to have sufficient oversight of the risks.

Traded Market Risk

For any risk identified as not being sufficiently managed, 
consideration will be given as to how this risk might be better 
assessed, managed, or controlled. An action plan will be required 
and may consider integrating the emerging risk into an existing 
material risk framework, or if it should be considered as a material 
risk in its own right.

Material Risks 
Our business is exposed to a broad range of financial and 
non‑financial risks arising from our operations. 

The most material risks that the Group faces have been assessed 
as ‘material risks’ which are considered to be those risks that could 
have a significant adverse impact, financial and/or non‑financial, 
on the Group and its ability to do any of the following:

 • Meet its obligations to customers, staff, shareholders, 

community and/or regulators;

 • Maintain a sound financial position;

 • Meet its strategic objectives and business plan;

 • Maintain critical operations; or

 • Maintain its reputation and level of trust.

The Group’s material risk categories have been split between 
financial and non‑financial and are detailed in the next column. 

Liquidity Risk

Interest Rate Risk in  
the Banking Book

These material financial risks each have an individual risk 
management framework and are supported by an established 
network of systems, policies, standards, and procedures which are 
overseen by the Board and Board Committees, with support from 
Management committees and our independent risk management 
functions. These material financial risks are considered within the 
Group’s RAS. 

The definition and management of these financial risks 
are outlined in further detail in Note 21 to the 2023 Annual 
Financial Report.

Directors’ ReportRemuneration ReportFinancial ReportShareholder information34

Operating and Financial Review continued

Non-Financial Risks 
Non‑financial risks arise from our staff, operations, processes, systems, and external environment. These are classified as Operational 
and Strategic risks.

The material non‑financial risks each have or are incorporated within a risk management framework and are supported by an 
established network of systems, policies, standards, and procedures. These are overseen by the Board and Board Committees, 
with support from Management committees and our independent risk management functions. The material non‑financial risks 
are considered within the Group’s RAS. 

Operational  
Risk

Strategic 
Risk

Information  
Security Risk

Regulatory  
Compliance Risk

Financial  
Crime Risk

Conduct  
Risk

Third Party  
Supplier Risk

Data  
Risk

Technology  
Risk

Environmental, Social 
& Governance Risk

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionOperating and Financial Review

Annual Report 2023  35

The details of the management of Non‑financial Material risks are provided below.

Definition
Definition

How we manage risk
How we manage risk

Consequence
Consequence

Failing to manage strategic risk may 
Failing to manage Strategic Risk may 
impact on the ability to deliver expected 
impact on the ability to deliver expected 
outcomes for all stakeholders and harm the 
outcomes for all stakeholders and harm the 
organisations ability to grow and prosper
organisations ability to grow and prosper.

Failing to identify and manage ESG 
risks can lead to a range of damaging 
A failure to identify and manage ESG 
consequences at an enterprise level and 
risks can lead to a range of damaging 
across all stakeholder groups and has the 
consequences at an enterprise level and 
potential to cause material financial and/or 
across all stakeholder groups and has the 
reputational damage.
potential to cause material financial or 
reputational damage.

Strategic Risk
Strategic Risk

Strategic Risk is the risk that adverse 
Strategic Risk is the risk that adverse 
business decisions, ineffective 
business decisions, ineffective 
or inappropriate business plans, 
or inappropriate business plans, 
failure to respond to changes in the 
failure to respond to changes in the 
environment, or failure to appropriately 
environment, or failure to appropriately 
execute on strategic initiatives 
execute on strategic initiatives 
will impact our ability to meet 
will impact our ability to meet 
our objectives.
our objectives.

The organisational strategic planning processes are the 
The organisational strategic planning processes are the 
responsibility of the Managing Director and facilitated 
responsibility of the Managing Director and facilitated 
by Corporate Strategy. This process considers industry 
by Corporate Strategy. This process considers industry 
and regulatory factors, emerging risks considering both 
and regulatory factors, emerging risks considering both 
threats and opportunities, organisation risk profile, and risk 
threats and opportunities, organisation risk profile, and risk 
appetite. The governance structure in place manages the 
appetite. The governance structure in place manages the 
execution of strategic objectives which includes approval 
execution of strategic objectives which includes approval 
of the investment slate, consideration of prioritisation and 
of the investment, consideration of prioritisation and 
sequencing of initiatives, and monitoring portfolio health 
sequencing of initiatives, and monitoring delivery against 
against financial and non‑financial metrics and including 
financial and non‑financial metrics.
key risks and issues.

Environmental, Social & Governance Risk
Environmental, Social & Governace Risk

Environmental, Social and Governance 
(ESG) Risk is defined as the risk of 
Environmental, Social and Governance 
failure to appropriately identify and 
Risk is defined as the risk of failure to 
manage material environmental, 
appropriately identify and manage 
social, and governance risks and 
material environmental, social, and 
opportunities.
governance risks and opportunities.

The Group has adopted an approach to assess its most 
material ESG issues. This approach assesses a range 
The Group has adopted a dynamic materiality approach 
of factors which validate our approach on an ongoing 
to assess its most material ESG issues. This approach 
basis including the regulatory environment; monitoring 
assesses a range of factors which validate our approach 
external ESG and sustainability assessments of the 
on an ongoing basis including the regulatory environment; 
Group; monitoring developments in relevant international 
monitoring external ESG and sustainability assessments 
frameworks and national industry bodies; reviewing 
of the Group; monitoring developments in relevant 
customer complaints; updating the Group’s Social Issues 
international frameworks and national industry bodies; 
Register and reviewing ESG and sustainability themes 
reviewing customer complaints; updating the Group’s 
emerging from banking sector Annual General Meetings; 
Social Issues Register and reviewing ESG; reviewing ESG 
and conducting Group’s annual materiality process. 
and sustainability themes emerging from banking sector 
Annual General Meetings; and conducting Group’s annual 
The dynamic materiality approach has informed the 
materiality process. 
transition of the Group’s inaugural ESG Framework to 
an enterprise wide ESG & Sustainability Business Plan. 
The dynamic materiality approach has informed the 
This Business Plan provides detail on ESG initiatives, 
transition of the Group’s inaugural ESG Framework to 
provides clarity on accountability and includes the public 
an enterprise wide ESG & Sustainability Business Plan. 
commitments to help us measure our performance. 
This Business Plan provides detail on ESG initiatives, 
provides clarity on accountability and includes the public 
The Business Plan demonstrates alignment to Group’s 
commitments to help us measure our performance. 
vision, purpose, and strategic imperatives, but also 
identifies how ESG and sustainability risks are managed, 
The Business Plan demonstrates alignment to Group’s 
and which policies and positions guide our approach. 
vision, purpose, and strategic imperatives, but also 
identifies how ESG and sustainability risks are managed, 
The Business Plan reflects that climate change and 
and which policies and positions guide our approach. 
its impacts will increasingly play a role across our 
environment, social, and governance programs and 
The Business Plan reflects that climate change and 
therefore identifies a climate change approach as a point 
its impacts will increasingly play a role across our 
of opportunity for Group. It also identifies programs of 
environment, social, and governance programs and 
work to manage our environment, social, and governance 
therefore identifies a climate change approach as a point 
approach which is how we maintain our social licence to 
of opportunity for Group. It also identifies programs of 
operate and ensures that the Group remains a responsible 
work to manage our environment, social, and governance 
and ethical business. 
approach which is how we maintain our social license to 
operate and ensures that the Group remains a responsible 
The Business Plan helps to identify ESG gaps and 
and ethical business. 
opportunities and is underpinned by detailed programs of 
work underway to ensure successful management of ESG 
The Business Plan helps to identify ESG gaps and 
risks and opportunities for our business. 
opportunities and is underpinned by detailed programs of 
work underway to ensure successful management of ESG 
The dynamic materiality approach is further leveraged 
risks and opportunities for our business. 
to test and assess the focus of the ESG & Sustainability 
Business Plan on an ongoing basis.
The dynamic materiality approach is further leveraged 
to test and assess the focus of the ESG & Sustainability 
The Group’s approach to governance, strategy, risk 
Business Plan on an ongoing basis.
management and metrics & targets of climate is provided 
separately within this report.

Directors’ ReportRemuneration ReportFinancial ReportShareholder information36

Operating and Financial Review continued

Non-Financial Risks (continued) 

Definition
Definition

How we manage risk
How we manage risk

Consequence
Consequence

Strategic Risk
Operational Risk

Strategic Risk is the risk that adverse 
Operational Risk is the risk of impact 
business decisions, ineffective 
on objectives or the risk of loss 
or inappropriate business plans, 
resulting from inadequate or failed 
failure to respond to changes in the 
internal processes, people, and 
environment, or failure to appropriately 
systems or from external events. 
execute on strategic initiatives 
It covers a broad range of risks 
will impact our ability to meet 
including, but not limited to, material 
our objectives.
risks such as Regulatory Compliance, 
Financial Crime, Conduct, Third Party 
Supplier, Data, Technology, and 
Information Security Risks

Operational Risk is managed in accordance with the 
The organisational strategic planning processes are the 
Operational Risk Framework which outlines important 
responsibility of the Managing Director and facilitated 
activities to ensure we manage and minimise our 
by Corporate Strategy. This process considers industry 
risks, including: 
and regulatory factors, emerging risks considering both 
threats and opportunities, organisation risk profile, and risk 
 • Evaluating our environment for threats and challenges, 
appetite. The governance structure in place manages the 
execution of strategic objectives which includes approval 
 •
Identifying different types of Operational Risks we are 
of the investment slate, consideration of prioritisation and 
exposed to, or what can go wrong with our products 
sequencing of initiatives, and monitoring portfolio health 
and processes.
against financial and non‑financial metrics and including 
 • Assessing the potential impact to our customers, staff, 
key risks and issues.

as we strive to achieve our strategic objectives.

shareholders, and community if risks materialise.

Failing to manage Operational Risk can 
Failing to manage strategic risk may 
result in significant adverse outcomes for our 
impact on the ability to deliver expected 
customers, staff, shareholders, or community. 
outcomes for all stakeholders and harm the 
Operational Risk events due to ineffective 
organisations ability to grow and prosper
processes or insufficient controls can 
significantly impact the Group’s reputation 
and directly impact the Group’s ability to 
achieve its strategy. Operational Risk events 
can result in significant financial losses, 
regulatory intervention, fines and penalties, 
and, depending on the nature of the failure, 
result in lengthy litigation or class action. 

Environmental, Social & Governace Risk

 •

Introducing controls or processes to prevent risks from 
occurring or reduce the impact if they do occur.

Environmental, Social and Governance 
Risk is defined as the risk of failure to 
appropriately identify and manage 
material environmental, social, and 
governance risks and opportunities.

Regulatory Compliance Risk

Regulatory Compliance Risk is 
the failure to comply with legal or 
regulatory obligations.

A failure to identify and manage ESG 
risks can lead to a range of damaging 
consequences at an enterprise level and 
across all stakeholder groups and has the 
potential to cause material financial or 
reputational damage.

As with many Operational Risks, failing to 
effectively manage our compliance risks 
can result in significant damage to our 
reputation, increased regulatory scrutiny, 
fines and penalties, or restrictions on our 
licences, and can result in significant financial 
losses in legal fees, customer restitution, or 
class action.

there are changes to regulations.

 • Proactively improving our products and processes when 
The Group has adopted a dynamic materiality approach 
to assess its most material ESG issues. This approach 
assesses a range of factors which validate our approach 
 • When things do go wrong, investigating what 
on an ongoing basis including the regulatory environment; 
happened to understand why errors occurred, and how 
monitoring external ESG and sustainability assessments 
our customers, staff, shareholders and community are 
of the Group; monitoring developments in relevant 
impacted so that we can learn from our mistakes and 
international frameworks and national industry bodies; 
prevent recurrences.
reviewing customer complaints; updating the Group’s 
 • Monitoring and reporting risk information to Executive 
Social Issues Register and reviewing ESG; reviewing ESG 
management and the Group’s Board, to enable 
and sustainability themes emerging from banking sector 
them to make risk informed decisions, and ensure we 
Annual General Meetings; and conducting Group’s annual 
remain optimally capitalised and can safely absorb 
materiality process. 
unexpected losses.

The dynamic materiality approach has informed the 
All staff in the Group have a role in managing 
transition of the Group’s inaugural ESG Framework to 
Operational Risk. 
an enterprise wide ESG & Sustainability Business Plan. 
This Business Plan provides detail on ESG initiatives, 
provides clarity on accountability and includes the public 
commitments to help us measure our performance. 
Regulatory Compliance Risk is managed in accordance 
The Business Plan demonstrates alignment to Group’s 
with the Group Regulatory Compliance Risk 
vision, purpose, and strategic imperatives, but also 
Management Framework. 
identifies how ESG and sustainability risks are managed, 
Regulatory Compliance Risk is a subset of Operational 
and which policies and positions guide our approach. 
Risk and utilises the core Operational Risk management 
process and procedures. 
The Business Plan reflects that climate change and 
its impacts will increasingly play a role across our 
environment, social, and governance programs and 
therefore identifies a climate change approach as a point 
of opportunity for Group. It also identifies programs of 
work to manage our environment, social, and governance 
approach which is how we maintain our social license to 
operate and ensures that the Group remains a responsible 
and ethical business. 

The Business Plan helps to identify ESG gaps and 
opportunities and is underpinned by detailed programs of 
work underway to ensure successful management of ESG 
risks and opportunities for our business. 

The dynamic materiality approach is further leveraged 
to test and assess the focus of the ESG & Sustainability 
Business Plan on an ongoing basis.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionOperating and Financial Review

Annual Report 2023  37

Definition
Definition

How we manage risk
How we manage risk

Consequence
Consequence

Strategic Risk
Financial Crime Risk

Strategic Risk is the risk that adverse 
The risk of facilitation of money 
business decisions, ineffective 
laundering, sanctions violations, 
or inappropriate business plans, 
bribery and corruption, or Know  
failure to respond to changes in the 
Your Customer (KYC) failure.
environment, or failure to appropriately 
execute on strategic initiatives 
will impact our ability to meet 
our objectives.

The organisational strategic planning processes are the 
Financial Crime related risks are a subset of Operational 
responsibility of the Managing Director and facilitated 
Risk and managed with policies, processes, and practices 
by Corporate Strategy. This process considers industry 
aligned to the Operational Risk Management Framework.
and regulatory factors, emerging risks considering both 
Financial Crime Risk is an inherent risk within financial 
threats and opportunities, organisation risk profile, and risk 
services, given the ability for staff and external parties to 
appetite. The governance structure in place manages the 
obtain advantage for themselves or others. An inherent risk 
execution of strategic objectives which includes approval 
also exists due to systems and internal controls failing to 
of the investment slate, consideration of prioritisation and 
prevent or detect all instances of financial crime. 
sequencing of initiatives, and monitoring portfolio health 
The Group has established robust techniques and 
against financial and non‑financial metrics and including 
capabilities to detect and prevent financial crime and 
key risks and issues.
comply with legislation. 

Failing to manage financial crime can result 
Failing to manage strategic risk may 
in significant regulatory fines and penalties 
impact on the ability to deliver expected 
impacting our customers, staff, shareholders, 
outcomes for all stakeholders and harm the 
and the broader community. Inadvertently 
organisations ability to grow and prosper
facilitating financial crime by failing to 
identify it and prevent it can also result in 
significant damage to our reputation as our 
customers and community lose trust in us.

Environmental, Social & Governace Risk

Environmental, Social and Governance 
Risk is defined as the risk of failure to 
appropriately identify and manage 
material environmental, social, and 
governance risks and opportunities.

Conduct Risk

The risk of delivering unfair outcomes 
for our customers, staff, shareholders, 
community, the Group and/or 
markets in which we operate from 
inappropriate, unethical, or unlawful 
behaviour, action or omission by 
management or staff which may be 
deliberate or inadvertent.

Third Party Supplier Risk

The risk of failing to manage 
third party relationships and risks 
appropriately, for example, not taking 
appropriate steps to identify and 
mitigate additional Operational Risks 
resulting from the outsourcing of 
services or functions.

A specialist Financial Crime Risk function is responsible 
for establishing programs and policies to detect, prevent, 
and mitigate the risks financial crime and fraud, which 
The Group has adopted a dynamic materiality approach 
includes an independent challenge, oversight, and 
to assess its most material ESG issues. This approach 
monitoring function.
assesses a range of factors which validate our approach 
on an ongoing basis including the regulatory environment; 
monitoring external ESG and sustainability assessments 
of the Group; monitoring developments in relevant 
Conduct risk is managed in accordance with the Conduct 
international frameworks and national industry bodies; 
Risk Framework. 
reviewing customer complaints; updating the Group’s 
Social Issues Register and reviewing ESG; reviewing ESG 
Conduct Risk is a subset of Operational Risk and utilises 
and sustainability themes emerging from banking sector 
the core Operational Risk management process and 
Annual General Meetings; and conducting Group’s annual 
procedures to identify and assess key Conduct Risks, 
materiality process. 
undertake monitoring and consider underlying contributing 
behaviours as part of root cause processes. In addition, 
The dynamic materiality approach has informed the 
the following specialty management elements are specific 
transition of the Group’s inaugural ESG Framework to 
and/or related to Conduct Risk: 
an enterprise wide ESG & Sustainability Business Plan. 
This Business Plan provides detail on ESG initiatives, 
 • Code of Conduct;
provides clarity on accountability and includes the public 
 • Good Conduct Principles; and
commitments to help us measure our performance. 
 • Consequence Management Policy.
The Business Plan demonstrates alignment to Group’s 
vision, purpose, and strategic imperatives, but also 
identifies how ESG and sustainability risks are managed, 
and which policies and positions guide our approach. 
Third‑party Supplier Risk is a subset of Operational Risk 
The Business Plan reflects that climate change and 
and managed with policies, processes and practices 
its impacts will increasingly play a role across our 
aligned to Operational Risk. 
environment, social, and governance programs and 
The Group has a Sourcing Policy which provides the 
therefore identifies a climate change approach as a point 
required steps to undertake sourcing activities and the 
of opportunity for Group. It also identifies programs of 
assessment and treatment of supplier risk. In addition, 
work to manage our environment, social, and governance 
the Group has an Outsourcing Policy which outlines 
approach which is how we maintain our social license to 
the principles and practices to effectively manage risks 
operate and ensures that the Group remains a responsible 
arising from the outsourcing of its business activities 
and ethical business. 
and functions. 
The Business Plan helps to identify ESG gaps and 
The Enterprise Procurement function provides advice, 
opportunities and is underpinned by detailed programs of 
support, and oversight throughout the procurement 
work underway to ensure successful management of ESG 
process as well as manage policies, procedures, and tools.
risks and opportunities for our business. 

The dynamic materiality approach is further leveraged 
to test and assess the focus of the ESG & Sustainability 
Business Plan on an ongoing basis.

A failure to identify and manage ESG 
risks can lead to a range of damaging 
consequences at an enterprise level and 
across all stakeholder groups and has the 
potential to cause material financial or 
reputational damage.
Failure to manage Conduct Risk may impact 
stakeholders of the Group and expose the 
Group to regulatory actions, restrictions, 
or conditions on banking licences, 
financial implications, and/or reputational 
consequences that may adversely affect 
the Group’s business, operations, and 
financial position.

Depending on the service provided by our 
suppliers, failing to manage Third‑party 
supplier risks can have significant 
consequences resulting in financial losses, 
regulatory impacts, and/or damage to our 
reputation. Third‑party failures can result in 
various operational risk events materialising, 
including Business Disruption.

Directors’ ReportRemuneration ReportFinancial ReportShareholder information38

Operating and Financial Review continued

Non-Financial Risks (continued) 

Definition
Definition

How we manage risk
How we manage risk

Consequence
Consequence

Strategic Risk
Data Risk

Strategic Risk is the risk that adverse 
The risk of failing to appropriately 
business decisions, ineffective 
manage and maintain data, including 
or inappropriate business plans, 
all types of data, for example, 
failure to respond to changes in the 
client data, staff data, and the 
environment, or failure to appropriately 
organisation’s proprietary data.
execute on strategic initiatives 
will impact our ability to meet 
our objectives.

The organisational strategic planning processes are the 
Data Risk is a subset of Operational Risk. There are 
responsibility of the Managing Director and facilitated 
specific Data Risk policies, standards, processes, and 
by Corporate Strategy. This process considers industry 
practices that provide specific information on our 
and regulatory factors, emerging risks considering both 
management of Data Risks.
threats and opportunities, organisation risk profile, and risk 
The Group seeks to minimise Data Risk through maintaining 
appetite. The governance structure in place manages the 
a dedicated Data Risk Management Framework to ensure 
execution of strategic objectives which includes approval 
Data Risk is effectively identified, measured, treated, and 
of the investment slate, consideration of prioritisation and 
monitored for the Group. The Group proactively scans its 
sequencing of initiatives, and monitoring portfolio health 
internal and external environment to identify and monitor 
against financial and non‑financial metrics and including 
for current, evolving, and emerging Data Risks.
key risks and issues.

Failing to manage strategic risk may 
Data Risk could potentially directly affect 
impact on the ability to deliver expected 
the Group’s ability to meet its strategic 
outcomes for all stakeholders and harm the 
objectives. Failing to manage the Group’s 
organisations ability to grow and prosper
data can result in significant Operational 
Risk failures and poor customer outcomes, 
particularly where data is inaccurate, 
or where data is used or transformed 
inappropriately. It can also result in 
significant regulatory fines and penalties 
and affect the Group’s our ability to meet 
our its contractual and legal obligations.

Environmental, Social & Governace Risk
Technology Risk

Environmental, Social and Governance 
The risk associated with the failure or 
Risk is defined as the risk of failure to 
outage of systems, including hardware, 
appropriately identify and manage 
software, and networks.
material environmental, social, and 
governance risks and opportunities.

Information Security Risk

The risk of information security 
incidents, including the loss, theft, or 
misuse of data/information; this covers 
all types of data, e.g., client data, 
staff data, and the organisation’s 
proprietary data, and can include the 
failure to comply to rules concerning 
information security.

A failure to identify and manage ESG 
The use of Technology is pervasive across 
risks can lead to a range of damaging 
all our products, processes, and services. 
consequences at an enterprise level and 
Technology failure can result in significant 
across all stakeholder groups and has the 
disruption of our business processes, 
potential to cause material financial or 
negative customer outcomes and significant 
reputational damage.
breach of regulatory and legal requirements.

Failing to manage information security can 
directly impact our customers particularly 
in cases where their private identity or 
business information is compromised. It can 
also significantly impact our shareholders 
particularly where commercially sensitive 
information is compromised. Our failure to 
manage information security would result 
in significant financial and reputational 
consequences, as well as significant fines 
and penalties as our result of breaching our 
regulatory or legal obligations.

The Group has adopted a dynamic materiality approach 
Technology Risk is a subset of Operational Risk. There 
to assess its most material ESG issues. This approach 
are specific Technology Risk related policies, processes 
assesses a range of factors which validate our approach 
and practices that provide specific information on 
on an ongoing basis including the regulatory environment; 
our management of Technology Risks. Monitoring and 
monitoring external ESG and sustainability assessments 
reporting on the health of our Technology assets and 
of the Group; monitoring developments in relevant 
associated risks is incorporated in our Governance 
international frameworks and national industry bodies; 
processes, including specific Risk Appetite statements 
reviewing customer complaints; updating the Group’s 
and measures for Technology Risk.
Social Issues Register and reviewing ESG; reviewing ESG 
The Group seeks to minimise Technology Risk through 
and sustainability themes emerging from banking sector 
maintaining a dedicated Technology Risk Management 
Annual General Meetings; and conducting Group’s annual 
Framework to ensure Technology is effectively identified, 
materiality process. 
measured, treated, and monitored for the Group. The 
The dynamic materiality approach has informed the 
Group actively scans the internal and external environment 
transition of the Group’s inaugural ESG Framework to 
to identify and monitor for current, evolving, and emerging 
an enterprise wide ESG & Sustainability Business Plan. 
Technology Risks.
This Business Plan provides detail on ESG initiatives, 
provides clarity on accountability and includes the public 
commitments to help us measure our performance. 

The Business Plan demonstrates alignment to Group’s 
Information Security Risk is a subset of Operational Risk. 
vision, purpose, and strategic imperatives, but also 
There are specific policies, processes and practices 
identifies how ESG and sustainability risks are managed, 
that provide specific information on our management 
and which policies and positions guide our approach. 
of Information Security. Information Security Risks, 
including events where our data and/or associated 
The Business Plan reflects that climate change and 
assets are compromised, are monitored and reported 
its impacts will increasingly play a role across our 
in order to inform our decision making and associated 
environment, social, and governance programs and 
governance processes. 
therefore identifies a climate change approach as a point 
of opportunity for Group. It also identifies programs of 
The Group seeks to minimise Information Security Risk 
work to manage our environment, social, and governance 
through maintaining a dedicated framework, policies and 
approach which is how we maintain our social license to 
standards where Information Security Risks are identified, 
operate and ensures that the Group remains a responsible 
managed, and measured for the Group. The Group 
and ethical business. 
actively scans the internal and external environment to 
identify and monitor for current, evolving, and emerging 
The Business Plan helps to identify ESG gaps and 
information security related threats and vulnerabilities.
opportunities and is underpinned by detailed programs of 
work underway to ensure successful management of ESG 
risks and opportunities for our business. 

The dynamic materiality approach is further leveraged 
to test and assess the focus of the ESG & Sustainability 
Business Plan on an ongoing basis.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionOperating and Financial Review

Annual Report 2023  39

Business Uncertainties 
The financial prospects of any company are sensitive to the 
underlying characteristics of its business and the interaction with 
the internal and/or external environments. This section explores 
some of the more significant uncertainties and risks managed by 
the Group based on these derivations.

Risk derived from Business characteristics:

Real estate risk

Residential, commercial, and rural property lending, together 
with property finance, including real estate development and 
investment property finance, constitute important businesses 
to the Group. There is also exposure to Australian real estate 
through the investment in Homesafe. A significant reduction in 
Australian property prices could significantly impact the Group’s 
financial performance and operations.

Extreme cyber or critical infrastructure events

Cyber‑attacks are becoming more frequent and severe  
globally, with increasing online adoption, reliance on digital 
services and supply chain risks also leading to greater 
sophistication and complexity. The Group monitors internal and 
external cyber‑security threats and risks that could impact the 
organisation and its customers, staff, shareholders, community, 
partners, and the broader industry. The Group operates a range 
of controls and protection methods to manage and mitigate 
cyber risk. Monitoring, contingency planning and control testing is 
also regularly performed to minimise the potential of a disruption 
to critical systems or infrastructure and to maintain a resilient 
technology environment.

Capital base 

The capital base of the Group is critical to the management of 
our businesses and our ability to access funding. We are required 
to maintain a minimum level of capital based on the regulatory 
capital framework set by APRA. The Group also assesses future 
capital requirements to ensure support of our business operations 
and risk appetite. There can be no certainty that additional capital 
required in the future will be available or able to be raised on 
acceptable and economic terms.

Changes in accounting policies & critical estimate

The Group is required to adhere to accounting standards which 
set out how the financial performance and position of the Group 
is recorded and reported. These financial reports, along with the 
associated processes, are audited annually.

The Group needs to make assumptions and judgements when 
executing accounting processes, particularly when determining 
valuations and computing accounting provisions. These 
assumptions and judgements could change based on new 
information, new interpretations, or change in circumstances, 
which could lead to the Group incurring higher losses or needing 
to take higher provisions than previously forecasted.

The Group is also exposed to the risk of the introduction or 
amendment of accounting standards or interpretations. New or 
changed accounting requirements could result in higher losses 
or higher provisions.

Fraud risk

The Group is exposed to the risk of fraud, both internal and 
external (including fraudulent applications for loans, or from 
incorrect or fraudulent payments and settlements). The Group also 
runs the risk that staff, contractor and external service provider 
misconduct could occur. For instance, fraudulent conduct can also 
arise from external parties seeking to access the Group’s systems 
or customer accounts. All actual or alleged fraud is investigated 
under the authority of the Group’s financial crimes unit. It is 
not always possible to deter or prevent misconduct and the 
precautions taken by the staff to prevent and detect such activity 
may not be effective in all cases, which could result in financial 
losses, regulatory intervention, and reputational damage.

Risk derived from Internal environment:

The internal environment may lead to different risks for the 
business in the event of deficient systems, lack of proper risk 
management, inadequate internal controls or ineffective 
decision making.

Partner risk 

The Group has Community Bank branches operating in all 
Australian states and territories and deals with intermediaries 
through its Third Party Banking business. The Community Bank 
branches are operated by companies that have entered into 
franchise and management agreements with the Group to 
manage and operate a Community Bank branch. Intermediary 
agreements are also entered into for all Third Party Banking 
intermediaries. The Group carefully assesses and monitors the 
progress of the franchisees and intermediaries although there 
can be no guarantee of their success. Whilst the Community Bank 
branch network is relatively mature and the Group’s dealings with 
intermediaries through its Third Party Banking model continue, 
there are risks that may develop over time which may adversely 
impact the Group’s financial results. These risks include the actions 
of intermediaries adversely affecting the Group’s reputation, 
loss of customers, and regulatory investigations, enforcement 
actions, fines, penalties or litigation or other actions brought by 
third parties (including class actions) all of which, individually 
or in combination, could adversely affect the Group’s business, 
financial performance, or financial condition. For instance, failure 
by these intermediaries and third parties (including their authorised 
representatives) to deliver services as required could disrupt the 
ability of the Community Bank branches to provide their products 
and services and adversely impact the Group’s operations, 
financial performance, or reputation and result in enhanced 
regulatory scrutiny, regulatory investigations, and actions resulting 
in fines and sanctions for the Group. This may have an adverse 
impact on the Group’s reputation and financial position.

Directors’ ReportRemuneration ReportFinancial ReportShareholder information40

Operating and Financial Review continued

Litigation and contingent liabilities risk

Conduct risk 

From time to time, the Group may be subject to material litigation, 
regulatory actions, legal or arbitration proceedings and other 
contingent liabilities which, if they materialise, may adversely 
affect the Group’s results. The Group may be exposed to risks 
relating to the provision of advice, recommendations or guidance 
about financial products and services, or behaviours which do not 
appropriately consider the interests of consumers, the integrity of 
the financial markets and the expectations of the community, in 
the course of its business activities. 

In recent years, there have been significant increases in the nature 
and scale of regulatory investigations and reviews, enforcement 
actions (whether by court action or otherwise) and the quantum of 
fines issued by regulators, particularly against financial institutions 
both in Australia and globally. The nature of those investigations, 
reviews and enforcement actions can be wide ranging and, for 
example, across the financial services industry currently include a 
range of matters including responsible lending practices, product 
suitability, wealth advice and conduct in financial markets and 
capital markets transactions. Regulatory investigations, fines, 
other penalties or regulator‑imposed conditions could adversely 
affect the Group’s reputation, prospects, financial performance 
and position and capital condition. There is a risk that these 
contingent liabilities may be larger than anticipated or that 
additional litigation or other contingent liabilities may arise.

Joint venture risk

Some of the Group’s activities are conducted through joint 
ventures. These joint ventures are not controlled exclusively by the 
Group and, while the Group may be represented on the board of 
those entities, the day‑to‑day operations of those joint ventures 
are not managed by the Group. The governing documents for 
some of the Group’s joint ventures provide that key matters and 
decisions require the agreement of the Group’s joint venture 
partners. The Group may be unable to reach agreement with 
its joint venture partners concerning these matters and any 
disagreements may affect the ability of a joint venture to function 
properly or distribute income to the Group. In some cases, the 
Group’s arrangements with its joint venture partners may require 
the Group to make an additional investment in the venture or to 
provide additional financing. Overall, the nature and obligations of 
the joint venture arrangements may adversely impact the Group’s 
financial position and financial performance.

The Group is exposed to risks relating to product flaws, 
processing and collection errors, and mis‑selling. These risks 
can arise from product design or disclosure flaws or errors in 
transaction processing. It can also include mis‑selling of products 
to the Group’s customers in a manner that is not aligned to the 
customer’s risk appetite, needs or objectives. Where issues are 
identified, the Group has processes for customer review and 
remediation and determines compensation amounts for affected 
customers. Provisions are raised for the estimated compensation 
due to customers (once sufficient information has been obtained), 
but this is judgmental and the actual compensation may vary 
significantly from the amounts provided for.

If conduct risk materialises, this may expose the Group to 
regulatory actions, restrictions or conditions on banking licences 
and/or reputational consequences that may adversely affect 
the Group’s business, operations, and financial position. It is 
possible that remediation programmes may not be implemented 
appropriately or may lead to further remediation work being 
required, resulting in litigation, regulatory action and/or increasing 
cost to the Group, all of which may adversely affect the Group’s 
business, operations and financial position.

Contagion risk 

The Group includes a number of subsidiaries which are trading 
entities and holders of Australian Financial Services Licences 
and/or Australian Credit Licences. Dealings and exposures 
between the Group and its subsidiaries principally arise from the 
provision of administrative, corporate, distribution and general 
banking services. The majority of subsidiary resourcing and 
infrastructure is provided by the Group’s centralised back office 
functions. Other dealings arise from the provision of funding and 
equity contributions. The Group is exposed to risks through such 
dealings, including risks relating to credit, liquidity and funding. The 
Group has subsidiaries (whether partially or fully owned), which 
through their normal dealings and exposures, may not be able to 
meet financial obligations as and when they fall due, or become 
subject to regulatory scrutiny or penalties. This in turn may have 
an adverse impact on the Group’s reputation, business, growth 
prospects, engagement with regulators, financial performance, 
or financial condition.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionOperating and Financial Review

Annual Report 2023  41

Strategic and acquisition risk

Risk of ineffective risk management

 The Group regularly examines a range of corporate opportunities, 
including material acquisitions, commercial partnerships and 
disposals with a view to determining whether those opportunities 
are aligned with the Group’s vision and strategy and would 
enhance the Group’s financial performance and position. There 
are risks associated with strategic and business decisions 
made by the Group in the ordinary course of business, including 
restructures, organic development initiatives or acquisitions 
and other corporate opportunities. Any restructure, initiative, 
acquisition, or decision made in relation to other corporate 
opportunities could, for a variety of reasons, have a material 
adverse effect on the Group’s current and future financial 
position or performance. 

The Group may seek to sell or dispose of certain businesses in 
the future. This may result in a change in the operations of the 
Group and cause it to face risks, including operations and financial 
risks that could adversely affect the Group’s financial condition 
and results of operations. The Group’s operating performance, 
risk profile or capital structure may also be affected by these 
corporate opportunities and there is a risk that any of the Group’s 
credit ratings may be placed on credit watch or downgraded if 
these opportunities are pursued.

 The Group may seek to grow in the future by merging with 
or acquiring other companies or businesses. There can be 
no assurance that any merger or acquisition would have the 
anticipated positive results, including results relating to the 
total cost of integration, the time required to complete the 
integration, the amount of longer‑term cost savings or the overall 
performance of the combined entity or an improved price for the 
Group’s securities. Integration of a merged or acquired business 
can be complex and costly, sometimes including combining 
relevant accounting and Information Technology systems and 
management controls, as well as managing relevant relationships 
with staff, clients, suppliers and other business partners. Integration 
efforts could divert management attention and resources, which 
could adversely affect the Group’s operations or results. A merger 
or acquisition may also result in business disruptions that cause 
the Group to lose customers or cause customers to remove their 
business from the Group to competing financial institutions.

The RMF is designed to enable the management of risk from 
identification through to measurement, management, reporting, 
and maintaining a robust control framework. There is a risk that the 
RMF may be inadequate due to changes in the risk environment, 
inadequacy of design, or ineffectiveness of process, controls, 
people, or technology. This could lead to higher risk exposure 
than the intended risk appetite settings, which in turn could lead 
to increased regulatory focus, breaches of obligations, losses, or 
reputational damage.

Data quality risk

The Group maintains a large volume of data which is critical to 
the Group’s business and the services provided to customers, 
staff, shareholders, communities, and regulators. The data held 
by the Group is also critical to its reporting and risk management 
framework. Inadequate data, which could be either incomplete, 
inaccurate, or lacking in sufficient detail can lead to suboptimal 
outcomes for the services and processes supported by the 
Group’s data. This can also impact the Group’s ability to make 
decisions and have knock‑on impacts to the Group’s reputation 
and performance.

Retention risk

The Group employs specialist staff in the operation of its business. 
An inability to retain or recruit appropriately skilled and qualified 
staff into specific roles could impact the Group’s performance, 
reputation, and prospects. The Group is also dependent on the 
Australia‑wide resourcing conditions at any given time.

Strategic risk

The Group determines strategic plans and objectives to achieve 
desired strategic outcomes. These strategic plans are at risk of 
the Group failing to execute appropriately and also the external 
business environment changing which prevents strategic 
objectives being achieved. The Group seeks to mitigate these risks 
through proactive analysis of potential outcomes and emerging 
risks, but this may not be effective.

Directors’ ReportRemuneration ReportFinancial ReportShareholder information42

Operating and Financial Review continued

Risk derived from External environment:

The external operating environment can at times be dynamic, 
volatile, and unpredictable. The external environment and 
emerging trends are considered as part of the strategic planning 
process. Uncertainties remain and risks arising from the external 
environment need to be managed and remain a focal point. 

Dependence on prevailing macroeconomic and financial 
market conditions

The business is dependent on the general state of the domestic 
economy and global financial markets. Our performance can be 
impacted by economic and political events, both domestic and 
international, as well as by natural disasters and pandemics. This 
includes the level of economic activity and demand for financial 
services from our customers. In particular, lending is dependent 
on customer and investor confidence, the overall state of the 
economy including employment levels, the residential lending 
market, and the prevailing interest rate environment. The Group’s 
Asset and Liability Management Committee is responsible for 
the approval of forecast macroeconomic scenarios, which the 
Group uses to better understand the potential range of outcomes 
for strategic planning, financial management and forecasting, the 
assessment of provisions, and scenario analysis.

Geopolitical tensions/events

Geopolitical tensions/events arise due to differing political 
agendas across the world which may result in disruptions to 
international trade and a reduction in business confidence. This 
can lead to a reduction in appetite for Australian exports and also 
disrupt supply chains. The Group can be affected by geopolitical 
tensions/events, which may impact our ability to deliver our 
strategy and business objectives. 

Climate change and other environmental factors

The Group, its customers, and external suppliers are based in 
and operate across a diverse range of geographical locations. 
Physical drivers such as climate change including increases in 
temperatures and sea levels as well as the frequency and severity 
of adverse climate events have the potential to disrupt business 
activities, impact on our operations, damage property, impact 
on our customers, and affect the value of assets held in affected 
locations and our ability to recover amounts owing to us. 

Market Competition 

The markets in which we operate can be competitive at times and 
may become even more so. Factors that contribute to competition 
include mergers and acquisitions, changes in customer behaviour, 
entry of new participants, the development of new sales methods, 
and regulatory change. Increasing competition could potentially 
lead to reduced business volumes and revenue, a compression 
in our net interest margins, as well as additional costs to retain 
market share. The Group is also dependent on its ability to offer 
products and services that meet changing customer preferences.

Changes in monetary policy

The RBA sets official interest rates to affect the demand for money 
and credit in Australia. The cash rate influences other interest rates 
in the economy which then affects the level of economic activity.

Movements in the cash rate impact our cost of funds for 
lending and investing and the return earned on these loans and 
investments, which can impact our net interest margin.

Changes in monetary policy can also affect the behaviour of 
borrowers and depositors, such as potentially increasing the risk 
that borrowers may fail to repay their loans, or repay their loans in 
advance, and in the case of depositors, potentially increasing the 
risk that they may seek returns in other asset classes.

Credit Ratings

External credit ratings have a significant impact on both our 
access to, and the cost of, capital and wholesale funding. Credit 
ratings may be withdrawn, made subject to qualifications, revised, 
or suspended by a credit rating agency at any time. Also, the 
methodologies by which they are determined may be revised. 
A downgrade or potential downgrade to our rating may reduce 
access to capital and wholesale debt markets, potentially leading 
to an increase in funding costs, as well as affecting the willingness 
of counterparties to transact with the Group. 

Regulatory Compliance Risk

The Group’s businesses are highly regulated, and the Group could 
be adversely affected by failing to comply with existing laws, 
regulations or regulatory policy. 

As a financial institution, the Group is subject to laws, regulations, 
policies. In particular, the Group’s banking and funds management 
activities are subject to extensive regulation, mainly relating to its 
operational practices, liquidity levels, capital, solvency, provisioning 
and licensing conditions.

Regulations generally are designed to protect depositors, insured 
parties, customers with other products and the banking system as 
a whole. The Group is currently operating in an environment where 
there is increased scrutiny of the financial services sector and 
specifically, increased scrutiny of financial services providers by 
regulators. The Australian government and its agencies, including 
APRA, RBA and other financial industry regulating bodies including 
the Australian Securities and Investment Commission (ASIC) and 
Australian Transaction Reports and Analysis Centre (AUSTRAC), 
have supervisory oversight of the Group. In this environment, the 
Group faces increasing supervision and regulation regarding its 
operation. This environment has also served to increase the pace 
and scope of regulatory change.

A failure to comply with any standards, laws, regulations or 
policies could result in sanctions by these or other regulatory 
agencies, the exercise of any discretionary powers that the 
regulators hold or compensatory action by affected persons, 
which may in turn cause substantial damage to the Group’s 
reputation. To the extent that these regulatory requirements limit 
the Group’s operations or flexibility, they could adversely impact 
the Group’s financial performance. 

A change to regulations or the manner in which they are 
interpreted or implemented by Regulators can also have a 
material impact on the operation and financial performance 
of the Group.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionOperating and Financial Review

Annual Report 2023  43

The Executive Committee is accountable for implementing the 
Action Plan and each Executive has specific accountabilities for 
delivering actions relevant to their area of responsibility. Overall, 
the Executive Committee has direct operational accountability for 
and oversight of the governance, strategy and risk management 
activities across the business relating to climate change. Various 
teams across the Group execute the Plan, including: 

 • ESG & Sustainability;

 • Group Risk;

 • Business and Agribusiness;

 • Products & Analysis;

 • Consumer Banking;

 • People & Culture;

 • Corporate & Public Affairs; and

 • Procurement.

This delivery is supported by several forums where climate risks 
and opportunities are considered, such as the Sustainability 
Council, Climate Change Action Strategy Group, Sustainable 
Procurement Working Group and Agribusiness Climate and 
Nature Working Group. 

This year, the Group introduced a ‘People and Planet’ category 
to the Executive Reward Framework weighted at 10 percent of 
variable reward remuneration. In relation to the climate change 
targets, the Group achieved two of the three included targets:

1. Maintain a carbon neutral Group (achieved); 

2. Maintain FY23 Scope 1, Scope 2, and Scope 3 operational 

emissions below FY22 levels (achieved); and 

3. Purchase 60 percent renewable electricity  

(not achieved in FY23 1).

Approach to Climate‑related 
Governance, Strategy & Risk 
Management 
The Bank’s purpose is to feed into the prosperity of our customers 
and communities, not off it. Responding to climate change 
presents an opportunity for the Group to further demonstrate 
its purpose.

The Group has provided climate‑related disclosures based 
on the recommendations of the Taskforce on Climate‑related 
Financial Disclosures (TCFD) since 2021. We are proud to build 
on these foundations in the 2023 Climate‑related Disclosure 
which is included as a supplement in our Sustainability Report. 
A summary of the Group’s approach to governance, strategy, risk 
management and metrics and targets are provided below.

Governance 
The Board has ultimate oversight of the Group’s management of 
climate‑related risks and opportunities and how they are reflected 
in the Group’s strategy. The Board is the ultimate decision‑making 
and approval body for our ESG & Sustainability Business Plan, our 
climate strategy and Group‑wide policy. 

The Board is assisted by the Board Audit Committee in the 
oversight, consideration, and approval of the Group’s ESG and 
sustainability approach, which includes the Group’s strategic 
approach to climate change. The BAC receives half yearly 
updates on progress against the Climate Change Action Plan 
(Action Plan), and the Board receives Action Plan updates 
annually. Risk management, including climate risk, is managed 
with oversight from the Board Financial Risk Committee, 
Board Risk Committee, and Board People, Culture and 
Transformation Committee.

The Bank’s Directors are required to have deep experience across 
multiple skills identified in the Board Skills Matrix. Climate‑related 
expertise is a skill referenced as part of the ‘Social & Environmental’ 
assessment in the Board Skills Matrix (please see our Corporate 
Governance Statement 2023 for further details). 

The Board delegates its responsibility of assessing and 
managing climate risks and opportunities to the Group’s 
Executive Committee, with the support of the Board 
committees noted above. 

1.  The renewable electricity target was not achieved in FY23. However, renewable electricity contracts commenced on 1 July 2023 which are expected to increase overall 

renewable electricity to more than 53% from the first day of FY24. 

Directors’ ReportRemuneration ReportFinancial ReportShareholder information44

Operating and Financial Review continued

Approach to Climate‑related 
Governance, Strategy & Risk 
Management (continued)
Strategy 
Over the last three years, the Group has uplifted the management 
of climate‑related risks and opportunities. Our climate strategy 
is captured in our Climate Change Action Plan (CCAP) and it has 
guided the Group’s focus to: 

1. Reduce our footprint;

2. Support our customers;

3. Understand and manage risks; and

4. Be transparent. 

This year we were proud to conclude the third and final year of 
our inaugural CCAP. Between FY21‑FY23 we achieved nearly 
90 percent of documented actions, meaning we have reduced 
our Scope 1 and 2 emissions (market‑based 1) by 46 percent since 
FY20 through deliberate reductions in the use of electricity, gas, 
and fleet fuel. We have maintained the Group’s carbon‑neutral 
status, become an active member in a suite of climate‑related 
collaborative forums and improved our climate‑related risk 
management and governance. Critically, the CCAP saw the 
Group introduce BENZero – our Net Zero approach – as well as 
our first climate‑related reporting based on the TCFD. 

In this reporting year the Group has further reduced Scope 1 and 
2 (location‑based) emissions by 13 percent, developed further 
climate‑related shadow Risk Appetite Settings, included Action 
Plan accountabilities into Executive and Senior Leader KPIs, 
improved our CDP score from a C to a B, submitted our BENZero 
targets for verification by the Science Based Targets initiative 
(SBTi), and continued climate‑related stakeholder engagement. 

The CCAP has prepared the foundations for the next three years 
of Group’s climate action, captured in the Climate & Nature Action 
Plan FY24‑FY26 (CNAP).

Please see the Climate‑related Disclosure in the 2023 
Sustainability Report for further detail on the CNAP, climate‑
related risks and opportunities identified, how they impact 
our business and strategy, and our strategic resilience under 
future scenarios.

Risk Management
The process for identifying, assessing, and managing 
climate‑related risks is integrated into our overall risk management 
approach. Climate risk is embedded in our risk frameworks 
and therefore managed by the Group’s three lines of defence. 
Throughout the year the Group has continued to evolve and 
improve climate risk management: 

 •

Improved scenario analysis capability through talent 
acquisition and improved analytics;

 •

Introduced two new climate risk metrics for quarterly reporting 
relating to physical risk in residential mortgages and developed 
further physical and transitional risk metrics to be introduced in 
other parts of the Group’s portfolio; 

 • Approved the introduction of two new climate‑related shadow 

risk appetite settings relating to (a) Scope 1 and 2 emissions and 
(b) percentage of renewable electricity across the Group; 

 • Updated the Climate Risk Credit Policy and Equipment Finance 
Policy to reflect our evolving climate risks and opportunities; 

 •

Identified and commenced engagement with the top 25 largest 
lending customers in high emissions segments of the Business 
Banking and Agricultural Business portfolios to deepen our 
understanding of our customer’s awareness of the climate risks 
their business may face and planned actions to mitigate them; 

 • Continued industry engagement, including active membership, 

contributions and learning across several climate‑related 
Australian Banking Association working groups as well as 
several climate focused industry events; 

 • Undertook a climate risk assessment of material 

supplier relationships; 

 • Conducted a green personal loan eligibility review; 

 • Deepened partnerships with Insurance providers to improve 

data analytics; and

 • Reviewed climate‑related risks and opportunities that were 

identified in FY22. 

Metrics & Targets 
The Group has set targets and accompanying metrics to 
direct action, manage climate risks and act on opportunities. 
We continue to make progress against these targets and 
transparently report on progress. 

This year, the Group has made several updates to our target 
setting to further drive strategic climate decisions.

We have introduced a new target to reduce Scope 1 and 2 
(market‑based 1) operational emissions to 90 percent by FY25 and 
92 percent by FY30. This target was introduced to better reflect 
the Group’s climate ambition and our prioritisation of renewable 
energy across the Group’s operations. 

The Group has updated the baseline year for business travel 
emissions from FY19 (4,151 tCO2‑e) to FY20 (2,311 tCO2‑e). The 
updated baseline accounts for the reduced business travel in 
FY20 due to COVID‑19 lockdowns. It is therefore a more ambitious 
baseline which the Group will work to maintain 25 percent 
below. The updated baseline has been validated by an external 
third party.

This year we are reporting our Group and Community Bank 
network’s electricity, noting that Community Banks make their 
own electricity procurement decisions.

1.  The market‑based method accounts for the Group’s deliberate procurement of renewable electricity, and reflects the emissions intensity of different electricity products, 

markets and investments.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionOperating and Financial Review

Annual Report 2023  45

Approach to Climate‑related Governance, Strategy & Risk Management 
(continued)
Metrics & Targets continued
We have increased our focus on rigour and external validation of climate related data. We submitted the Group’s emissions targets  
to the SBTi in December 2022, with verification expected in early 2024. We have also engaged an independent consultant to conduct 
a pre‑assurance over the Group’s Scope 1, Scope 2, and Scope 3 operational and financed emissions during FY23.

Summarised targets and performance are included below, with more detail available in the Climate‑related Disclosure in the 2023 
Sustainability Report. 

Metric

Baseline

FY23 Update

Comment

FY25  
Target

FY30  
Target

FY40  
Target

FY20

‑46% 

In progress.

‑90%

‑92%

—

Scope 1 and  
2 emissions 
(market-based)

Bank  
total

Absolute emissions  
(incl. financed emissions) 1

FY20

—

Renewable 
electricity  
(market-based)

Bank  
total

Bank  
operations

Community 
Bank 
operations

FY20

33% 

FY20

40% 

FY20

21% 

Business travel  
emissions

FY20 2

‑67% 

Significant further reductions expected due 
to renewable electricity, EV uptake and 
office improvements. 

In progress, Scope 3 financed emissions is 
planned to be externally assured and reported 
in FY24. Pre‑assurance to assure readiness 
assessment commenced in 2023. 

On track to meet FY25 target for sites 
where the Group has direct control of 
electricity procurement.

From 1 July 2023 all sites where the Group 
has direct control of electricity procurement 
were powered by renewable electricity. 

Note: We support the transition to renewable 
electricity procurement in Community Banks 
and sites where electricity procurement is 
outside of the Group’s direct control, as part 
of our CNAP.

While the Group will work to maintain 
emissions reductions in line with our target, 
we note that business travel emission 
increases may occur over time.

Electronic statement  
delivery

Maintain carbon  
neutral status

No direct lending exposure to 
coal, coal seam gas, crude 
oil, natural gas, native forest 
logging projects 5

FY20

67% 3 

In progress.

— Achieved

— Achieved

Achieved and ongoing. Please refer to the 
Climate Active Product Disclosure Statement 4 
available on our website.

Achieved and ongoing. Please refer to 
the Climate Change Position available 
on our website. 

  In Progress 

  On Track 

  Complete

—

‑50%

‑95%

100%

—

—

Maintain travel emissions at 25% 
below FY20 levels.

90%

—

—

—

—

—

—

—

—

1.  Absolute emissions include all operational and financed emissions combined (Scope 1, Scope 2 and all Scope 3 categories). 

2.  The baseline year for travel emissions has been updated from FY19 (4,151 tCO2‑e) to FY20 (2,311 tCO2‑e). The emissions reduction target of ‑25% from baseline 

remains consistent.

3.  Reported data includes active Bendigo Bank customers and accounts.

4.  Our most recent Climate Active Product Disclosure Statement (FY22) is available on our website. FY23 will be submitted and verified by Climate Active in October, after 

publication of this report. 

5.  This applies to all employees and all other parties acting for or on behalf of the Group that prepare credit applications and undertake credit decisioning.

Directors’ ReportRemuneration ReportFinancial ReportShareholder information46

Remuneration Report

Contents

Section 1: Key Management Personnel overview 

Section 2: Performance and reward outcomes 

Section 3: Executive remuneration strategy and framework 

Section 4: Remuneration governance 

Section 5: Minimum Shareholding Policy, contracts and Executive KMP loans 

Section 6: Executive statutory remuneration 

Section 7: Non‑executive Director arrangements 

51

52

58

63

65

67

74

Sierra (left) and Amy (right), Strath Hill Branch

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  47

To our shareholders

On behalf of your Board, and as Chair of the People, Culture and Transformation 
Committee, I am pleased to present the Bendigo and Adelaide Bank Remuneration 
Report for the financial year ended 30 June 2023 (FY23). 

The Board is committed to remaining focused on the strong connection amongst our 
people to the Bank’s purpose and vision, continuing to improve the employee experience 
and strong workplace culture through performance and reward, internal succession, 
and leader capability to ensure we attract and retain the best talent.

Key messages from the People, Culture and Transformation Committee

Year in review 

As reflected elsewhere in the Annual Report, the Bank has 
delivered a strong financial performance during the year. 

We are building more clarity on the cultural attributes that 
underpin our transformation and developing leaders who 
create meaning, embrace possibility and deliver what matters 
for the community. 

At the core of our strategy are people who are energised 
and empowered to drive sustainable impact. We’re evolving 
our strategies to build competitive advantage and accelerate  
best‑in‑class capabilities for our customers, investing in skills 
for the future as well as technical capabilities.

In the context of BEN’s broader transformation objectives, 
we delivered strategically important outcomes that will 
deliver long‑term sustainable outcomes. These include further 
simplifying our core banking systems, investing in cloud 
capabilities and increasing digital self service and sales while 
continuing to deliver the personalised interactions our customers 
value. Our customers will continue to benefit from our investment 
in multi‑channel experiences in response to their evolving needs.

Community within and outside the organisation remains a 
strong focus and we are listening to our people through network 
groups such as BEN Pride and BENAbility. A significant event this 
year was the launch of the Bank’s Reflect Reconciliation Action 
Plan. This is an important first step for us, and will support our 
understanding, exploration, and measurement of where and how 
we can have a meaningful impact and lay firm foundations for 
reconciliation across the Group in the years to come. Our people 
are the key to our success and employee engagement remained 
stable in FY23 at 77 percent. While this is a pleasing result, 
we continue to aim higher for a score above 80 percent. 

The Committee’s decision making during the year has 
remained focused on overseeing fair outcomes for our people 
while responding to the current inflationary environment and 
cost of living pressures.

Executive changes

As announced last year, the Bank welcomed Adam Rowse 
to the Executive team as Chief Customer Officer, Business 
and Agribusiness. Adam commenced on 1 July 2022 and 
his appointment is an important step in bringing the Business 
and Agribusiness banking divisions together to better support 
the Bank’s customers to grow their businesses.

Executive remuneration framework changes

As outlined in the FY22 Remuneration Report, we introduced 
a new executive remuneration framework for the 2023 
performance year. 

As part of finalising the design, we consulted shareholders 
and other stakeholders and received positive feedback. 
This was reinforced with a “Yes” vote of 94.55% for the 
2022 Remuneration Report. 

The executive remuneration framework comprises fixed 
remuneration, a short‑term incentive, and a long‑term incentive 
plan. These plans are aligned to a range of balanced outcomes 
including financial, risk, customers, community, people and planet. 
Importantly these outcomes also consider the expectations of 
our investors, regulators and the community.

Refer to Section 3.2 for further details.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information48

Remuneration Report continued

Performance during FY23

Variable reward outcomes 

The Group’s record cash earnings for the full year of $576.9m 
were driven by margin management through a disciplined 
response to lending competition, continued growth in 
deposits and a measured approach to cost management. 
The disciplined approach to cost management resulted 
in our Cost‑to‑Income ratio decreasing to 54.9% and 
Return on Equity increasing to 8.62%.

These financial results allowed the Bank to increase the 
full year dividend by 15.1% to 61 cents per share.

More broadly, our customer base grew, 9.9% over the year, 
and our Net Promoter Score (measured by Roy Morgan) 
of 23.2 is 28.4 points above the industry. 

Performance outcomes are outlined in the Key highlights and 
Section 2.1 of this report.

Alignment with Environment, Social and Governance 
(ESG)

Bendigo and Adelaide Bank has a long and proud history 
of prioritising ESG strategies and investment. The new 
remuneration framework has further embedded this priority 
in performance metrics, reinforcing accountability for 
outcomes. The short‑term incentive plan includes metrics 
supporting the implementation of our strategy: transitioning 
to net zero, supporting gender diversity, growing social 
impact through our community banks, and enhancing risk 
and governance capability. Our long‑term incentive tracks 
progress externally, including shareholder returns, customer 
advocacy and reputation. 

Remuneration outcomes in FY23

The Board approved fixed remuneration adjustments for 
three of the Executive Committee effective 1 July 2022 
including Ryan Brosnahan, Chief Transformation Officer, 
Taso Corolis, Chief Risk Officer and Bruce Speirs, 
Chief Operating Officer.

The Chief Executive Officer & Managing Director (CEO & MD) 
remuneration arrangements were amended to align with the 
new executive reward framework and to ensure compliance with 
APRA Prudential Standard CPS 511 Remuneration (CPS 511). 
Details on Executive salary adjustments and the CEO & MD’s 
remuneration arrangements are provided in the Key highlights 
table overleaf.

We have made meaningful progress on our strategic priorities 
which were set four‑years ago and which form the basis of 
this year’s Group performance outcomes. 

Overall, the FY23 short‑term incentive scorecard achieved an 
outcome of 110%. Three of the four FY22 Loan Funded Share 
Plan performance objectives were achieved. With respect 
to the FY20 long‑term incentive plan, the tranches linked to 
customer advocacy vested, while those linked to relative 
total shareholder return lapsed.

The People, Culture and Transformation Committee follows 
a rigorous process to ensure remuneration recommendations 
to the Board remain aligned to remuneration principles, broader 
company performance, risk outcomes and shareholder experience. 

This year specific consideration was given to the impact of 
transitioning from the Loan Funded Share Plan with a two‑year 
performance period, to a short‑term incentive plan, and the 
duplication of metrics across the two plans. 

The Committee considered the duplication of the Cost‑to‑Income  
metric in both plans, and the potential for this to create 
misalignment with shareholder outcomes. A thorough analysis 
of the different timing, intent and design of the plans, supported 
by an external review led the Committee to conclude that while 
the Cost‑to‑Income metric was duplicated across the plans, 
there was no doubling up of reward for the Executive. The 
Committee recommended to the Board that no discretionary 
adjustment be made and this was supported by the Board. 
Refer to Section 2.5 for further details.

Looking ahead

For FY24, we are moving to a more consistent approach of 
incentive opportunities for the KMP. Whilst there are no other 
changes to the Executive Reward Framework, we will continue to 
monitor remuneration arrangements to support future direction 
and proactively respond to changes in regulatory requirements. 
Refer to the Remuneration outcomes and highlights for FY23 
section for further details.

To ensure we continue to build a diverse workforce, we have an 
increased focus on closing our gender pay gap in coming years.

The Board remains committed to enabling our people to deliver 
positive outcomes for our people, customers, shareholders and 
broader stakeholders. 

I hope you find this Remuneration Report informative. I encourage 
you to read the report in full and welcome your feedback.

Vicki Carter 
Chair, People, Culture and Transformation Committee

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  49

Remuneration outcomes and highlights for FY23

Key area of focus

Details

CEO & MD’s 
remuneration structure 
and changes for FY23

In FY23, the Board approved a revised remuneration structure for the CEO & MD. Key considerations 
in the Board’s assessment included acknowledgement that there had been no change to the CEO 
& MD’s fixed remuneration since commencing in the role in July 2018 and that the final tranche of 
deferred base pay shares vested on 30 June 2023. Alignment to the new executive reward framework 
and meeting deferral requirements introduced under CPS 511 was also considered.

Under the prior remuneration structure, the CEO & MD’s annual fixed remuneration consisted of 
$1.2 million (salary and superannuation) and deferred base pay shares (which held a notional value 
of $500,000 per annum), equivalent to $1.7 million total fixed remuneration. 

Under the new remuneration structure, the CEO & MD’s annual remuneration consists of $1.6 million 
(salary and superannuation) and variable reward (short‑term and long‑term incentive). While the cash 
salary is higher than in prior years, it compensates for the removal of deferred base pay that had 
previously been delivered in restricted shares and her total fixed remuneration has decreased.

Refer to Section 2.8 for further details.

FY23 fixed remuneration 
adjustments

In addition to the broader executive remuneration framework review undertaken in 2022, the Board 
approved fixed remuneration adjustments for select executives effective 1 July 2022. The Board 
approved the following remuneration adjustments: 

 • Ryan Brosnahan, Chief Transformation Officer, received a fixed remuneration increase of 

$20,000 to $770,000.

 • Taso Corolis, Chief Risk Officer, received a fixed remuneration increase of $40,000 to $700,000.

 • Bruce Speirs, Chief Operating Officer, received a fixed remuneration increase of $50,000 to $650,000.

FY23 Short-term 
Incentive (STI) outcome

As part of our implementation of CPS 511, the Board revised the executive reward framework for FY23, 
retired the Loan Funded Share Plan (LFSP) and introduced an STI component to the variable reward. 
In making changes to the executive reward framework, the Board sought to ensure that outcomes 
continue to reflect our core remuneration principles (see Section 3.1) while also supporting our strategy 
and delivering value to our shareholders.

The Group scorecard outcome was 110%. This is a solid result reflecting strong financial and 
business performance.

The individual modifier was applied which resulted in an outcome of 132% of target opportunity 
(99% of maximum opportunity) for both the Chief Risk Officer and Chief Operating Officer.

Refer to Section 2.3 for further details.

Vesting outcome: 
CEO & MD – Deferred 
Base Pay Shares

At the 2018 Annual General Meeting (AGM), shareholders approved a grant of 200,000 deferred shares 
to the CEO & MD. The remuneration comprised cash, superannuation and deferred base pay delivered 
in restricted shares consisting of four equal tranches with deferral periods of 2,3,4 and 5 years.

Vesting of the fourth and final tranche of the deferred base pay shares was approved by the Board, 
with the service condition having been met on 30 June 2023.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information50

Remuneration Report continued

Remuneration outcomes and highlights for FY23

Key area of focus

Details

FY20 vesting 
outcomes:  
Long-term Incentive  
– Performance  
Rights Plan

The FY20 LTI performance rights award granted to the CEO & MD (tranches 1 & 2) and the remaining tranches 
(2 & 4) granted to the Executive were tested at the end of the performance period on 30 June 2023. 

Relative TSR performance condition fell below the median of the peer group. As a result, the relative TSR 
tranche was lapsed.

FY22 testing 
outcomes:  
Long-term Incentive 
– Loan Funded 
Share Plan (LFSP) 

In recognition of the Bank’s relative NPS being +27.5 points above the industry average for the four‑year 
performance period up to 30 June 2023, the Customer hurdle vested in full.

Tranche 1 of the FY20 performance rights grant that was tested in performance year FY22, has met the 
additional one‑year service condition and vested. 

The FY22 LFSP grant was awarded in November 2021 and tested on 30 June 2023. The grant has four 
tranches and three of the four tranches met the performance condition:

 • The Cost‑to‑Income ratio was 54.9% and cash earnings of $576.9 million meeting the target set by the Board.

 • The Bank achieved market share of 2.35% at the end of FY23, which represented flat growth over the 

period and did not meet the growth target set by the Board and was forfeited.

 • The Bank achieved a relative NPS score of +28.4 compared to a peer group of retail banks, demonstrating 

a continued focus on customer experience, meeting the target set by the Board. NPS was measured over 
the two‑year performance period up to 30 June 2023.

Refer to Section 2.4 for further details. 

The shares are subject to a further two‑year service condition and may vest to executives at the end of 
FY25 following the risk assessment. As such, no remuneration was paid to executives relating to the Loan 
Funded Share Plan in FY23. 

The Loan Funded Share Plan was not reoffered under the new Executive Remuneration Framework 
introduced in FY23. 

FY23 Long-
term Incentive 
– Performance 
Rights Plan

In FY23 the CEO & MD received a grant of performance rights in accordance with the terms approved by 
shareholders at the 2022 AGM. The FY23 performance rights grant has a four‑year performance period 
and will be tested on 30 June 2026. Following testing, tranches 2 & 3 of the grant remain subject to further 
conditions including a service period and risk gateway until 30 June 2027 and 30 June 2028. 

In FY23 the Executive received a grant of performance rights with a four‑year performance period to be 
tested on 30 June 2026. Following testing, tranche 2 will remain subject to further conditions including a 
service period and risk gateway until 30 June 2027. 

In FY23, Andrew Morgan, who commenced as Chief Financial Officer on 24 June 2022 and Adam Rowse 
who commenced as Chief Customer Officer Business and Agribusiness on 1 July 2022, received a grant of 
Alignment Rights. The award is subject to service and risk gateway conditions measured from 1 July 2022 and 
the vesting date for tranche 1 is scheduled for 30 September 2026 and tranche 2, 30 September 2027.

Refer to Section 2.6 for further details.

FY24 remuneration 
structure

Following a review of the CEO & MD’s total remuneration, the Board has agreed to a modest increase in 
her variable reward opportunity. For FY24 the CEO & MD will have a maximum STI opportunity of 65% of 
fixed remuneration (an increase from 60%) and an LTI grant of 65% of fixed remuneration (an increase from 
40%). The Board believes that this appropriately balances the mix of short‑term and long‑term incentives, 
is consistent with the Bank’s remuneration philosophy, and with market practice.

All executive KMP excluding the Chief Risk Officer (CRO) will have a maximum STI opportunity of 60%. 
The CRO’s maximum STI opportunity will be 50%. The LTI opportunity for the CEO & MD will increase 
to 65% and executive KMP will be 40%. These changes are consistent with market practice, and we will 
continue to monitor remuneration arrangements to support future direction and proactively respond to 
changes in regulatory requirements. Further details of the Executive KMP remuneration structure will be 
provided in the FY24 Remuneration Report.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  51

Section 1:  Key Management Personnel overview

This Remuneration Report is for the financial year ended 30 June 2023 (FY23). The Report has been prepared and audited in 
accordance with section 300A of the Corporations Act 2001 and the Corporations Regulations 2001. 

1.1  Key Management Personnel (KMP)

This report covers KMP of Bendigo and Adelaide Bank Limited who have the authority and responsibility for planning, directing, and 
controlling the activities of the Group either directly or indirectly. This includes both Executive KMP and Non‑executive Directors. 
The following Executive KMP and Non‑executive Directors are covered in this report.

Name

Position

Term as KMP

Executive KMP

Marnie Baker

Chief Executive Officer & Managing Director

Ryan Brosnahan

Chief Transformation Officer

Taso Corolis

Richard Fennell

Andrew Morgan

Adam Rowse

Bruce Speirs

Chief Risk Officer

Chief Customer Officer, Consumer Banking

Chief Financial Officer

Chief Customer Officer, Business and Agribusiness 

Chief Operating Officer

Non-executive Directors

Jacqueline Hey

Vicki Carter

Chair

Non‑executive Director

Richard Deutsch

Non‑executive Director

David Foster

Jim Hazel

Non‑executive Director

Non‑executive Director

David Matthews

Non‑executive Director

Alistair Muir

Non‑executive Director

Full Year

Full Year

Full Year

Full Year

Full Year

Full Year

Full Year

Full Year

Full Year

Full Year

Full Year

Full Year

Full Year

Appointed to the Board 
effective 12 September 2022

Victoria Weekes

Non‑executive Director

Full Year

Progress against
Minimum
Shareholding

Policy 1

Meets

Meets

Meets

Meets

Meets

On track 

Meets

Meets

Meets

On track

On track

Meets

Meets

On track

On track

Former Non-executive Directors 

Jan Harris 2

Non‑executive Director

12 September 2022

N/A

1.  Details on the Minimum Shareholding Policy can be found in Section 5. 

2.  Non‑executive Director, Jan Harris, resigned from the Board on 12 September 2022.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
52

Remuneration Report continued

Section 2:  Performance and reward outcomes

2.1  Group financial performance

The level of variable remuneration outcomes reflects the Bank’s performance as presented in this five‑year snapshot of key measures 
and metrics.

Group performance measures

Cash earnings1 ($m)

Earnings per share (cents)

Relative TSR Percentile 2 

Annual relative NPS 3  

576.9

102.10

60.0

500.4

85.00

85.60

89.80

28.3

27.5

27.4

28.4

25.8

457.2

415.7

301.7

59.70

47.0

35.0

30.0

23.0

FY19

FY20

FY21

FY22

FY23

FY19

FY20

FY21

FY22

FY23

FY19

FY20

FY21

FY22

FY23

FY19

FY20

FY21

FY22

FY23

1.  Cash earnings is an unaudited, non‑IFRS financial measure.

2.  Relative TSR percentile rank versus ASX comparator group over the performance period tested at the end of each corresponding financial year.

3.  6 month rolling averages comparing BEN to the industry average.

Variable reward outcomes for executives

Average STI received as a % of maximum opportunity

Percentage of LTI which vested

2019

0%

83%

Financial year 

2020

0%

30%

2021

n/a

35%

2022  

2023 1

n/a

35%

83%

35%

1.  Under the new executive reward framework, STI was reintroduced in FY23. STI was not part of the Executive reward framework for FY22 or FY21.

Below is a summary of other key performance metrics for the previous five years, including FY23.

Company performance measures

Statutory net profit after tax ($m)

Statutory earnings per share (cents)

Cash earnings per share (cents)

Dividends paid and payable (cents per share)

Total shareholder return (annual)

Annual relative NPS compared to industry average 1

2019

376.8

77.1

85.0

70.0

Financial year

2021

524.0

98.1

85.6

50.0

2020

192.8

38.1

59.7

31.0

2022

488.1

87.5

89.8

53.0

14.20%

+28.3

‑36.40%

+27.5

55.45%

+25.8

‑6.80%

+27.4  

2023

497.0

87.9

102.1

61.0

0.77%

28.4 2

1.  Roy Morgan data provided for FY20 has been adjusted due to reporting issue incurred during FY20, however this did not result in any adjustments to LTI outcomes relating 

to FY20.

2.  6 month rolling averages comparing BEN to the industry average.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  53

Section 2:  Performance and reward outcomes continued

2.2  FY23 STI Group scorecard outcomes

As part of the Board’s commitment to provide increased transparency regarding performance objectives and measures, detailed below 
are the financial and non‑financial measures used to assess performance outcomes for the Executive KMP. 

The scorecard is underpinned by key priorities that were set at the beginning of the performance year, 1 July 2022.

Based on the Board’s assessment, it was deemed the scorecard outcome to be a holistic reflection of performance during FY23 and 
no upward discretion was applied to final outcomes. Achievement against these objectives was used by the Board as a key component 
in determining the incentive pool for non executive staff.

Scorecard measures 

FY23 outcome

Financial: Cost-to-Income ratio (20% weighting)

 • Operating expenses divided 

by Total Income

THRESHOLD

TARGET

MAXIMUM

Financial: Cash earnings (20% weighting)

 • Cash earnings after tax, 
excludes non‑cash items

THRESHOLD

TARGET

MAXIMUM

Financial: Profit after capital charge (10% weighting)

 • Earnings minus the 

estimated costs of capital

THRESHOLD

TARGET

MAXIMUM

Customer & Community (20% weighting)

 • Customer experience 

and satisfaction

 • Social impact through our 
Community Bank network

THRESHOLD

TARGET

MAXIMUM

People & Planet (10% weighting)

THRESHOLD

TARGET

MAXIMUM

 • Employee experience 

and diversity

 •

Implementation of the 
climate change action plan, 
including our Net Zero and 
renewable energy targets

Capability (20% weighting)

 • Delivery of an organisational 

wide capability and risk 
culture uplift

Weighted
outcome

Further detail

27%

 • The Cost‑to‑Income (CTI) outcome was strong for the 
year, with a 420% basis point improvement from FY22 

 • Whilst absolute costs were not the measure, the Board 
exercised downward discretion as actual costs were 
higher than forecast. The outcome was adjusted from 
Maximum to between Maximum and Target 

29%

 • The FY23 Cash Earnings was a record for the Bank and was 

an increase of 15.3% from FY22

 • This resulted in an outcome of just below Maximum

15%

 • Disciplined capital management and pricing resulted in 

a significant improvement in the Bank’s Profit After Capital 
Charge (PACC)

 • This resulted in an outcome of Maximum 

10%

 •

Internal customer metrics were broadly flat, with advocacy 
increasing, but other measures flat or declining slightly 

 • The Community Banks delivered record contributions 

to their Communities

 • This resulted in an outcome at Threshold 

8%

 • Employee engagement remains strong at 77%, but is 

below aspiration

 • We continue to make progress toward our target of 40:40:20 

across the Group.

 •

In FY23 we tracked ahead of emission reduction target, 
but missed renewable energy target

 • This resulted in an outcome of between Threshold and Target 

THRESHOLD

TARGET

MAXIMUM

21%

 • Significant progress was made this year in uplifting our 
systems and frameworks to create strong foundations 
to build a better big bank

 • This resulted in an outcome of just above Target

Scorecard outcome 

(% of target)

(% of maximum)

110%

83%

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information54

Remuneration Report continued

Section 2:  Performance and reward outcomes continued

2.3  FY23 STI outcomes

The table below provides the 2023 financial year STI outcomes for Executive KMP. The minimum potential outcome is zero.

STI
target
$’000

STI
maximum
$’000

Total
$’000

Cash 1
$’000

STI earned

Deferred
equity
$’000

STI actual 
as a % 
of target
opportunity

STI actual 
as a % 
of maximum
opportunity

720

231

158

389

389

338

195

960

308

210

519

519

450

260

792

254

208

428

428

371

257

396

127

104

214

214

186

129

396

110%

83%

127

104

214

214

186

129

110%

132%

110%

110%

110%

132%

83%

99%

83%

83%

83%

99%

CEO & MD

M Baker

Executive KMP

R Brosnahan

T Corolis 2

R Fennell

A Morgan

A Rowse

B Speirs 2

1.  Cash amounts will be paid in September 2023.

2.  The individual modifier was applied which resulted in an outcome of 132% of target opportunity (99% of maximum opportunity) for both the Chief Risk Officer and 

Chief Operating Officer.

2.4  Loan Funded Share Plan outcomes

Loan Funded Share Plan

The FY22 Loan Funded Share Plan grant was tested on 30 June 2023 at the completion of the two‑year performance period. 
Three of the four tranches met their performance conditions. The equity award is subject to a further two‑year service condition and 
may vest to Executives at the end of FY25 following a risk assessment. As such, no remuneration was paid to Executives relating to 
the Loan Funded Share Plan in FY23.

Performance results for each tranche are summarised below. 

Measure

Weighting

Performance

Outcome

Performance commentary

Cost-to-Income 
(CTI) ratio

25%

54.90%

Met

Cash earnings

25%

$576.9m

Met

Market Growth

25%

2.35%

Not met

Customer Advocacy 
(relative NPS)

25%

+28.4

Met

The Bank has continued to focus on cost management 
over the 2‑year period and achieved the CTI target. 
FY23 saw a significant improvement in the Bank’s CTI. 

The Bank’s FY22 and FY23 targets were set in line with our 
growth agenda. It is measured as reported cash earnings.

The Bank saw a slight decline over the 2‑year period, with 
total footings (deposits and lending) of 2.3% at the end of 
the performance period. This was not sufficient to meet 
the target.

The Bank achieved a relative NPS score of +28.4, compared 
to a peer group of retail banks, demonstrating our continued 
focus on customer experience. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction 
 
 
 
 
Annual Report 2023  55

Section 2:  Performance and reward outcomes continued

2.5  Short-term incentive transition considerations 

As foreshadowed in the FY22 Remuneration Report, the Board proactively discussed the metric duplication of the FY22 Loan Funded 
Share Plan and FY23 Short‑term Incentive (STI) outcomes and sought an external view to specifically address this. The transition from 
a Loan Funded Share Plan (LFSP) with a 2‑year performance period, additional 2‑year service condition and risk assessment to an STI 
with a one‑year performance period and one‑year deferral period is somewhat unusual. It was introduced to meet the requirements 
of CPS 511. Therefore it was decided that a principles‑based approach would best support the review of the appropriateness of 
outcomes under both plans.

The FY22 LFSP and FY23 STI plan have a different purpose, structure and payout profile. The LFSP is intended to reward for share 
price outperformance, with measures that focus on maintaining business fundamentals and the STI is intended to reward Executives 
for differentiation in performance outcomes assessed against several scorecard measures. Further, the LFSP has a 2‑year performance 
period while the STI plan has a 1‑year performance period.

Lowering the Bank’s Cost‑to‑Income ratio is an important strategic objective and both plans were tested against the FY23 Cost‑to‑
Income (CTI) target. That is, the Board believed it would have been inappropriate to exclude this metric from the FY23 STI given it is 
a strategic imperative.

The Board concluded that although the transition from the LFSP to the STI program resulted in the performance periods of both plans 
finishing on 30 June 2023, it does not create a doubling up of reward. Changes in timing and performance conditions of variable reward 
programs year‑on‑year are common, and this can impact the staggering of performance tests and payments. This may also result in 
multiple plans being tested at the same time, or years where no plans are tested. 

On this basis, the Board determined that both awards would vest, and that no downward adjustments would be applied. In determining 
this outcome the Board also considered the experience of the Executive and our shareholders during the performance period. 

2.6  FY23 LTI outcomes

Performance Rights Plan

The FY20 LTI grant (tranche 1 & 2) awarded to the CEO & MD and FY20 LTI grant (tranche 2 & 4) awarded to Executives were tested 
on 30 June 2023. The FY20 LTI (CEO & MD) grant used a two ‘sleeve’ approach, with the first sleeve linked to a ‘Customer Hurdle’ (NPS) 
and the second sleeve linked to the relative TSR measured over a four‑year performance period. 

The FY20 LTI grant to Executives used the two ‘sleeve’ approach outlined above and the grant was then split into two sets, one set 
had a three‑year performance period with an additional one‑year service condition and the other set had a four‑year performance 
period. The first set of the grant had a three‑year performance period that was tested on 30 June 2022 and outcomes were provided 
in the FY22 Remuneration Report. The second set of the grant was tested on 30 June 2023 following the completion of the four‑year 
performance period. 

Results for the FY20 LTI (MD) grant and FY20 LTI (Executives) grant is detailed below.

Grant

Grant Date

Test Date

Hurdle

Weighting

Performance

Outcome

FY20 CEO & MD

17.12.2019

30.06.2023

FY20 LTI  
Executive KMP 

17.12.2019

30.06.2023

17.12.2019

30.06.2023

17.12.2019

30.06.2023

TSR

NPS

TSR

NPS

65%

35%

65%

35%

30th percentile

Not met

+27.5

Met

30th percentile

Not met

+27.5

Met

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information56

Remuneration Report continued

Section 2:  Performance and reward outcomes continued

2.7 Tested awards 

The table below is intended to provide transparency on the potential value of awards that were tested noting that the realised value 
to participants of the Loan Funded Share Plan (LFSP) awards remain subject to ongoing conditions and changes in share price over 
the two‑year service period. 

The table sets out the value of the Loan Funded Share Plan and Performance Rights that were subject to testing on 30 June 2023. 

CEO & MD

M Baker

Group Executives

R Brosnahan

T Corolis

R Fennell

A Morgan

A Rowse

B Speirs

Test year

2023

2023

2023

2023

2023

2023

2023

Net loan funded
share plan value 1

$’000

Performance

rights value 2

$’000

Total value of
tested outcomes
 $’000

 Total tested award values

9

3

2

4

0

0

2

150

21

21

36

0

0

19

159

24

23

40

0

0

21

1.  The value shown represents the Net value of the award which has been calculated as the value of the LFSP less the value of the loan that executive KMP are required to 
repay as at 30 June 2023. Vesting outcomes will be provided in the FY25 remuneration report following an additional two‑year service condition and subject to a risk 
assessment by the Board. For further details on testing outcomes, refer to Section 2.4.

2.  The FY20 Performance Rights award was measured for the period 1 July 2019 – 30 June 2023 and resulted in 100% lapse of the TSR hurdle and 100% vest of the 
NPS hurdle. The award has reached the four‑year performance period and the NPS component of the grant was released except for Ryan Brosnahan for whom the 
award has a holding lock until November 2023. Values shown in the table above relate to the NPS component of the award and were calculated using the 30 June 2023 
closing price. For further details on testing outcomes, refer to Section 2.6. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction 
 
Annual Report 2023  57

Section 2:  Performance and reward outcomes continued

2.8  FY23 realised remuneration 

The table below sets out actual remuneration received by the Executive KMP for FY23 including the value of any equity awarded in 
prior years which vested during this financial year. Equity awards that vested during FY23 based on meeting performance conditions, 
but which are still subject to a further service condition have been excluded. The table below also shows the maximum value of 
total remuneration forgone, including previous years’ equity awards that were due to vest but did not meet the relevant hurdles and 
were lapsed. 

The table includes the Executive KMP who held that position as at 30 June 2023. 

Fixed remuneration is inclusive of superannuation and the increase in the superannuation guarantee rate of 0.5% to 10.5% from 
1 July 2022 resulted in a small reduction to the Executive KMP cash salary. 

The information presented differs from the statutory remuneration table which presents remuneration in accordance with Australian 
Accounting Standards. Statutory disclosures are provided in Section 6.

Fixed

  remuneration 1

$’000

Cash

STI 2

$’000

Deferred
base pay 3

$’000

Long-term

Incentive 4
$’000

Loan funded
  Share Plan 5

Total realised
remuneration 6

$’000

$’000

Equity
forfeited/

lapsed 7
$’000

FY23 Total Realised 
Remuneration

CEO & MD

M Baker

Executive KMP

R Brosnahan

T Corolis

R Fennell

A Morgan

A Rowse

B Speirs

1,593

396

523

150

758

712

865

915

743

673

127

104

214

214

186

129

—

—

—

—

—

—

—

41

73

—

—

39

—

—

—

—

—

—

—

2,662

282

885

857

1,152

1,129

929

841

68

66

118

—

—

61

1.  Fixed Remuneration includes cash salary, non‑monetary benefits, superannuation, and movements in accrued annual and long service leave and reflects the time in role during 

the year.

2.  The cash STI awarded to executive KMP for the 2023 performance year is shown in the above table. Of the STI awarded, 50% is delivered in cash and 50% is delivered 

in share rights that will be granted in September 2023. 

3.  Marnie Baker was granted 200,000 deferred base pay shares in FY19, in four equal tranches of 50,000 units. Each grant has a varying deferral period, vesting annually 

from the time of grant. Any dividends received on these grants are reinvested into ordinary shares and allocated in tranches. The dividend reinvested shares also vested 
and were released in FY23. This is the fourth and final tranche to vest. Deferred Base Pay Shares will not be reoffered.

4.  Performance rights awarded to executive KMP in FY20 under the long‑term incentive plan were tested on 30 June 2023, measured for the period 1 July 2019 – 30 June 2023 

and resulted in 100% lapse of the TSR hurdle and 100% vest of the NPS hurdle. The award has reached the four‑year performance period and the NPS component of the grant 
was released except for Ryan Brosnahan for whom the award has a holding lock until November 2023. The value of the vested award was calculated using the 30 June 2023 
closing price. For further details on testing outcomes, refer to Section 2.6. 

  FY20 Performance rights awarded to Executive KMP that were tested in FY22 have met the additional one‑year service condition and the grant was released except for Ryan 
Brosnahan for whom the award has a holding lock until November 2023. The value of the vested award was calculated using the 30 June 2023 closing price. For further details 
on testing outcomes, refer to the FY22 Remuneration Report.

5.  The FY22 Loan Funded Share Plan grant was tested on 30 June 2023 at the completion of the two‑year performance period. Three of the four tranches met their 

performance conditions. The award is subject to a further two‑year service condition and may vest at the end of FY25 following a risk assessment. As such, executives 
did not receive any realised remuneration related to the Loan Funded Share Plan in FY23. For testing outcome details, refer to Section 2.4.

6.  The realised remuneration amounts provided differ from the statutory remuneration table in Section 6 which is prepared according to Australian Accounting Standards.

7.  Total remuneration forgone values are inclusive of prior year performance rights and Loan Funded Share Plan awards which were lapsed on 30 June 2023, performance 

hurdles not achieved. Forgone amounts are calculated using the fair value on the date of grant. For further details on vesting outcomes refer to Section 2.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
 
 
 
 
 
 
 
 
 
 
 
58

Remuneration Report continued

Section 3:  Executive remuneration strategy and framework

3.1  Remuneration strategy, design and structure

The remuneration policy adopted by the Bank provides the framework for the implementation, assessment and maintenance of the 
Bank’s remuneration strategy and arrangements. The framework is structured to attract, retain, and motivate employees to achieve 
the organisation’s objectives within the approved risk appetite.

Teamwork
We are one team 
with one vision

Integrity
We build a culture 
of trust

Performance
We strive for 
sustainable success

Engagement
We listen, understand 
– then deliver

Leadership
We all lead 
by example

Passion
We believe in 
what we do

Our Values 

Remuneration Principles

Strategy led 
reward

Reward balanced 
outcomes 

Recognise people 
for their impact 

Transparent and 
simple metrics

Embedded risk 
management

The reward framework 
aligns outcomes with a 
range of stakeholders – 
including shareholders, 
customer, community, 
regulators, people, 
and planet.

Financial performance 
is not the dominant 
driver of reward 
outcomes. Non‑financial 
objectives are used 
to support achieving 
balanced outcomes. 

The types of 
performance measures 
and their respective 
weightings meet 
regulatory requirements 
and intent.

The reward framework 
supports the delivery 
of BEN’s strategy 
through the attraction, 
motivation, and retention 
of talented people. 

The framework is 
aligned to BEN’s 
strategy of; reducing 
complexity, investing in 
capability, and telling 
BEN’s story. With a focus 
on customer connection 
and investment in 
the community.

Total remuneration is 
competitive with the 
market and structured 
in a way that is 
consistent with our 
long‑held belief that 
remuneration should be 
weighted to fixed reward 
(compared to market) 
and focus on long‑term, 
collective performance. 

BEN’s performance is 
the sum of its parts, and 
when its people make a 
meaningful impact, this 
is recognised. Likewise, 
when standards fall 
short or individuals’ 
actions do not align 
with BEN’s values, 
there are appropriate 
consequences.

The framework supports 
meaningful differentiation 
in outcomes based 
on individual and 
organisational 
performance, as 
well as supporting 
effective consequence 
management.

Variable reward plans 
are tailored to the 
objectives of the role 
and the impact roles 
can have on business 
outcomes (which means 
that pay‑mix and 
scorecard design may 
differ across cohorts).

People understand 
the organisational and 
individual objectives they 
are expected to achieve 
and (as much as possible) 
how performance 
is tracking against 
those targets.

Simple and transparent 
measures are 
supported with ongoing 
communication on 
performance. Scorecards 
may have explicit 
weightings to provide 
clarity on performance 
assessments. 

Remuneration 
arrangements 
encourage prudent risk 
taking that supports 
the achievement of 
superior long‑term results 
for shareholders and 
customers by supporting 
BEN’s risk management 
framework. 

This is achieved through 
the use of various 
levers, including: stand‑
alone risk measures, 
the integration of risk 
measures into gateways 
and contra‑measures, 
and a consequence 
management process.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  59

Section 3:  Executive remuneration strategy and framework continued

3.2  Executive remuneration framework

As discussed in the FY22 Remuneration Report, during 2022 the Board undertook a detailed review of its approach to executive 
remuneration and the review resulted in a change to the executive remuneration framework. The new framework was introduced on 
1 July 2022.

The new framework rewards Executives if they deliver on our strategy, creating value for all our stakeholders, across shareholders, 
customers, community, people, planet and regulators. Three quarters of the variable reward is delivered in equity, creating strong 
alignment with shareholders. We will continue to strengthen our approach to incorporating risk and conduct issues into remuneration 
decisions, including through the recent adoption of a new Consequence Management Policy. 

For FY23 the Executive reward framework consists of fixed remuneration, a short‑term incentive award and a long‑term incentive plan. 
No further grants have been made under the Loan Funded Share Plan, and the FY21 and FY22 grants will continue as per their original 
terms, reinforcing the alignment between the Executive and shareholders. 

Remuneration Framework

Fixed Reward

Variable Reward

Fixed Remuneration – Cash

Short-term Incentive (STI)

Long-term Incentive (LTI)

 • Comprises cash salary and 

superannuation contributions 

 • Rewards the achievement of Bank, Divisional 

 • Rewards the creation of long-term 

and individual performance 

shareholder value

 • Set by reference to the size, complexity 

of role and individual responsibilities

 • External market benchmarking includes 

comparable roles in the banking 
sector and companies of a similar size, 
complexity and performance outlook

 • Performance is assessed based on a 
scorecard of; Financial Risk, Customer 
& Community and People & Planet, and 
Governance uplift 

 • Performance is assessed against; 

Relative Total Shareholder Return, Return 
on Equity, Relative Customer Advocacy, 
Relative Reputation 

 • Delivered through a mix of cash (50%) 

 • Delivered as performance rights. 

and deferred rights (50%)

 • Recognises an individual’s experience, skills, 

 • One-year deferral period following 

competencies and value

completion of the performance period, 
adjusted to meet regulatory requirements

Performance is measured over four-years and 
subject to an additional one-year restriction 
for Executives, and one and two-year 
restrictions for the Chief Executive Officer 
& Managing Director plus ongoing service 
conditions and risk assessment

Incentives are subject to downward adjustments through ongoing risk assessments and/or 
consequence management process. All awards are subject to the Clawback and Malus Policy.

Minimum Shareholding Policy details of the Minimum Shareholding Policy (MSP) are provided in Section 5 of this report.

The following provides an illustration of how FY23 remuneration will be delivered to the CEO & MD and other executive KMP.

r
o
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i

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L

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F
T

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Base salary + super

50% is paid as cash at the end of year 1

Rights

50% is deferred into rights until the end of year 2

Annual grant of performance rights which are performance tested over 4 years

One-third vests
immediately

One-third subject 
to a 1 year disposal
restriction

One-third subject to a 
2 year disposal restriction

YEAR 1

YEAR 2

YEAR 3

YEAR 4

YEAR 5

YEAR 6

Base salary + super

50% is paid as cash at the end of year 1

Rights

50% is deferred into rights until the end of year 2

Annual grant of performance rights which are performance tested over 4 years

50% vests
immediately

50% is subject to a 
1 year disposal restriction

YEAR 1

YEAR 2

YEAR 3

YEAR 4

YEAR 5

YEAR 6

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
 
 
60

Remuneration Report continued

Section 3:  Executive remuneration strategy and framework continued

3.3  Executive remuneration mix

The total target reward for Executives is set by the Board at the start of each year and represents the potential target maximum 
reward. The arrangements are reviewed by the People, Culture and Transformation Committee to ensure the mix and total target 
reward continues to be fair and balances the interests of stakeholders. 

The chart below sets out the remuneration mix for each Executive who was in their position as at 30 June 2023. The actual 
remuneration mix will vary depending on performance outcomes. The percentages represent the maximum opportunity for each 
component, e.g. maximum short‑term incentive and the face‑value of the long‑term incentive grant. 

The Chief Financial Officer and the Chief Customer Officer – Business & Agribusiness FY23 long‑term incentive grants consisted 
of a grant of performance rights, equal to 30% of their respective fixed remuneration, and a grant of deferred share rights equal 
to 20% of their fixed remuneration. This structure was specific to their first year’s remuneration and was designed to increase 
shareholder alignment. 

Chief Executive Officer 
& Managing Director

Chief Transformation Officer

Chief Risk Officer

Chief Customer Officer, 
Consumer Banking

Chief Financial Officer

Chief Customer Officer,
Business & Agribusiness

Chief Operating Officer

3.4  Other awards

50%

56%

59%

50%

48%

48%

56%

Fixed base

STI

LTI

30%

20%

22%

22%

18%

23%

30%

20%

29%

23%

29%

23%

22%

22%

The Chief Financial Officer and Chief Customer Officer, Business and Agribusiness were awarded one‑off alignment rights in respect 
of their long‑term incentives forgone from their previous employers in FY23. The award is subject to continued service and a risk 
assessment up to and including each relevant vesting date. Tranche 1 is scheduled to vest in FY27 (30 September 2026) and tranche 
2 is scheduled to vest in FY28 (30 September 2027). For further details, refer to Sections 6.3 and 6.4.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  61

Section 3:  Executive remuneration strategy and framework continued

3.5  FY23 Short-term Incentive (STI)
Features

STI

Delivered through

A mix of cash (50%) and deferred rights (50%)

Maximum Incentive opportunity 
(% of fixed remuneration)

CEO & MD: 60%
Executives: 60% – 30% 

Group STI scorecard

The scorecard is a mixture of financial and non‑financial measures.

Category

Financial
Measures

Customer 
& Community

People  
& Planet

Measure

Cost‑to‑Income ratio

Cash earnings

Profit after capital charge

Customer experience and satisfaction 

Social impact through our Community Bank network 

Employee experience and diversity 

Implementation of the Climate Change Action Plan

Capability

Risk and Governance uplift

Weighting

20%

20%

10%

20%

10%

20%

Individual modifier 

Outcomes can be adjusted based on individual performance. This is to allow for recognition of 
exceptional individual contribution, as well as providing a mechanism for downward adjustment. 
The assessment will consider:

 • Individual performance and delivery of key strategic objectives

 • Individual risk performance 

 • Broader cultural considerations 

The range of the modifier is 0 – 120%, meaning that individual STI outcomes can be reduced to zero, 
or increased to 120% of the scorecard outcome (capped at the maximum incentive opportunity).

Performance period

One year

Deferral period

Adjustments

One year following completion of performance period

Incentives are subject to downward adjustments through a risk assessment and / or consequence 
management process and the Clawback and Malus Policy applies.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information62

Remuneration Report continued

Section 3:  Executive remuneration strategy and framework continued

3.6  FY23 Long-term Incentive (LTI)
Features

LTI

Delivered through

Performance rights (100%)

Maximum Incentive 
opportunity (% of fixed)

CEO & MD: 40% 
Executives (including CRO): 40% – 30%

LTI scorecard 

The scorecard is a mixture of financial and non‑financial measures. The performance targets and 
assessment against those targets will be included when the grant is tested.

Measure

Relative TSR – against ASX S&P100 Financials 

Target Return on Equity for the period 

Relative customer NPS – measured against retail bank peers 

RepTrak Reputation index – measured against financial services peers 

Weighting

40%

25%

20%

15%

Performance period

Four years

Deferral period

Adjustments

One to two years following completion of performance period, depending on the executive.

Incentives are subject to downward adjustments through a risk assessment and / or consequence 
management process and the Clawback and Malus Policy applies.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  63

Section 4:  Remuneration Governance

4.1  Remuneration governance

Bendigo and Adelaide Bank Board

External advisors

Management

People, Culture and  
Transformation Committee

Chairs of Board Risk Committee, 
Financial Risk Committee and  
Audit Committee

The People, Culture and Transformation Committee (Committee) 
assists the Board in relation to the Group’s remuneration 
arrangements. The Board makes all final decisions in relation to 
those arrangements. The current members of the Committee 
are all independent Non‑executive Directors:

a.  Vicki Carter (Chair) 

b.  Jacqueline Hey

c.  David Foster

d.  Alistair Muir

The Committee makes recommendations to the Board on 
the exercise of the Board’s discretion to adjust incentive and 
performance‑based remuneration to reflect the outcomes of 
business activities and the risks relating to those activities. 

The Committee is also responsible for recommending to the Board 
the remuneration matters specified by the Australian Prudential 
Regulation Authority under Prudential Standard CPS 511 
Remuneration relating to other designated responsible persons, 
risk and financial control personnel and material risk takers.

A summary of the Committee’s remuneration responsibilities is 
presented below and the Committee Charter is available from 
the Corporate Governance section of the Bank’s website at 
bendigoadelaide.com.au/public/corporate_governance/index.asp.

The Committee also has responsibility for providing input into the 
Group’s risk management framework in relation to remuneration 
risk, in particular, recommending to the Board the remuneration 
arrangements for the executives. 

The Committee’s remuneration responsibilities include 
conducting regular reviews of, and making recommendations 
to the Board on, the remuneration strategy and policy 
taking into account the Group’s objectives, risk profile, 
shareholder interests, regulatory requirements and market 
developments. The Committee is also responsible for making 
recommendations to the Board on:

 • the remuneration arrangements for executives, including 
the terms on which performance‑based remuneration 
will be provided; 

 • the performance‑based remuneration outcomes for the 

executives; and

 • the annual bonus pool.

As part of the end‑of‑year process the Committee takes 
advice from the Chairs of the Board Risk Committee, Board 
Financial Risk Committee, and Audit Committee regarding 
the need to apply risk adjustments to incentive outcomes 
to individual executives, cohorts of employees or across the 
Bank. Adjustments could include the reduction of in‑year cash 
incentives, the reduction of future incentive awards, or through 
the application of the Bank’s Malus and Clawback Policy. 

The Committee may consult a professional adviser or expert, at 
the cost of the Bank, if the Committee considers it necessary to 
carry out its duties and responsibilities. During the FY23 process, 
the Committee considered remuneration data, trends and 
assistance with other ad‑hoc tax, governance and legal matters 
from experienced remuneration consultations. No remuneration 
recommendations as defined in the Corporations Act 2001 (Cth) 
were provided to the Committee during FY23.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information64

Remuneration Report continued

Section 4:  Remuneration Governance continued

4.2  Risk and remuneration consequences

The Bank is committed to effective remuneration practices 
that reward performance in a manner that is appropriate and 
consistent with shareholder and regulatory expectations, 
including the requirements under APRA Prudential Standard CPS 
511 Remuneration and the Banking Executive Accountability 
Regime (BEAR).

The Clawback and Malus Policy sets out some of the 
circumstances in which the Board may seek to reduce or recoup 
“at risk” remuneration (whether vested or unvested) or take other 
actions to ensure remuneration outcomes are appropriate in 
light of all the circumstances, including those which arise or 
come to light after “at risk” remuneration has been granted or 
delivered. The policy applies to all employees of any Group 
Company who receive “at risk” remuneration, meaning the 
portion of an employee’s remuneration that is subject to 
performance conditions, vesting conditions or a real risk of 
forfeiture. It includes all variable remuneration, one‑off or special 
incentive arrangements in place, provided in cash or equity.

Considering the provisions of the Clawback and Malus 
Policy, the Board has discretion, having regard to the 
recommendations of the Committee, to adjust variable 
remuneration (including the short‑term incentive and equity 
incentives) to reflect the following:

a.  The outcomes of business activities.

b.  The risks, including non‑financial risks, related to the business 
activities taking into account, where relevant, the cost of the 
associated capital.

c.  The time necessary for the outcomes of those business 

activities to be reliably measured.

This includes adjusting performance‑based components of 
remuneration downwards, to zero if appropriate, in relation to 
particular persons or classes of persons, if such adjustments are 
necessary to: 

 • Protect the financial soundness of the regulated institution; or 

 • Respond to significant unexpected or unintended 

consequences that were not foreseen by the Board.

In these circumstances, this may involve the Board deciding, 
having regard to the recommendation of the Committee, to 
clawback a short‑term incentive award or equity incentives 
during the deferral period. This may include the deferred 
component and the awarded or granted component.

The Board also has discretion to adjust positively in cases 
where the organisation has mitigated high‑risk events and 
demonstrated a successful risk culture. 

The accountability obligations for accountable persons are 
outlined in the Bank’s BEAR Policy. As outlined in the BEAR Policy, 
the Board may determine that the accountable person has 
breached their accountability obligations. If the Board makes 
such a determination, the Bank may not pay some or all of the 
accountable person’s variable remuneration, including deferred 
remuneration, as it sees fit. 

Hedging and margin loan restrictions 

The Remuneration Policy mandates that Executives, and their 
closely related parties, may not enter into a transaction designed 
to remove the at‑risk element of equity‑based pay before it has 
vested, or while it is subject to a trading restriction. The restriction 
is contained in the Remuneration Policy. The Bank treats 
compliance with the requirement as important and at the end of 
each year requires the individuals to confirm they have complied 
with the restriction. If the restriction is breached the individual 
will forfeit all equity‑based remuneration that is subject to the 
prohibition at the time of the breach. 

The Bank’s Trading Policy also prohibits Executive KMP from 
using the Bank’s securities as collateral in any margin loan 
arrangements.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  65

Section 5:  Minimum Shareholding Policy, contracts and Executive KMP loans

5.1  Minimum Shareholding Policy

The Minimum Shareholding Policy (MSP) aims to further align the interests of Executives and Non‑executive Directors with those of 
shareholders. The MSP supports a focus on long‑term shareholder value by requiring Executives and Non‑executive Directors to build a 
minimum shareholding in BEN shares and maintain it during their tenure. 

With effect from 25 August 2020 the MSP requires the CEO & MD to accumulate shares equal to 150% of Fixed Remuneration 
and executive KMP to accumulate shares equal to 75% of Fixed Remuneration and Non‑executive Directors to hold 100% of their 
annual Base Board fee. The requirement must be met within a five‑year period (from the later of 25 August 2020 or the date of 
their appointment). 

Once the minimum shareholding level has been assessed as met for the first time, the KMP will be deemed to have met the policy 
requirements. The Board may, at any time and in its sole discretion, amend the minimum shareholding levels and/or timing requirements.

Compliance with the minimum shareholding requirement is assessed at the end of each financial year. Based on their shareholding 
at 30 June 2023, all Executives and Non‑executive Directors have either met the requirement, or are on track to meet this, within the 
required timeframes. See Section 1.1 for the status of each executive. 

5.2  Executive KMP employment arrangements

The remuneration and other terms of employment for Executives are contained in formal employment contracts. The material terms 
of the Executive contracts at the date of this report are set out below.

Issue

Description

What is the duration of 
the contracts?

What notice must be provided 
by an Executive to end the 
contract without cause? 1

What notice must be provided 
by the Bank to end the 
contract without cause? 2

On‑going until notice is given by either party.

Between 6 and 12 months’ notice. No notice period required if material 
change in duties or responsibilities.

6 months’ notice or payment in lieu. 1

12 months’ notice or payment in lieu.

What payments must be made 
by the Bank for ending the 
contract without cause? 2

Payment of gross salary in lieu of period of notice (including payment 
of accrued / unused leave entitlements calculated to end of relevant 
notice period).

Applies to

All Executives

All Executives

Marnie Baker,
Taso Corolis,
Ryan Brosnahan,
Andrew Morgan, 
Adam Rowse 

Bruce Speirs, 
Richard Fennell 

All Executives

What are notice and payment 
requirements if the Bank ends 
the contract for cause?

Termination for cause does not require a notice period. Payment of pro‑
rata gross salary and benefits (including payment of accrued / unused 
leave entitlements) is required to date of termination.

All Executives

Are there any  
post-employment restraints?

12‑month non‑competition and non‑solicitation (employees, customers 
and suppliers) restriction.

CEO & MD

12‑month non‑solicitation (employees, customers and suppliers) restriction.

Other Executives

1.  A review of the executive employment contract was completed in 2019 having regard to market practice. Changes to the contract included reducing the relevant notice 

period from 12 months to 6 months. The 12‑month notice period for the existing Executive KMP has been grandfathered.

2.  In certain circumstances, such as a material diminution of responsibility, the Bank may be deemed to have ended the employment of an executive and will be liable to 

pay a termination benefit as outlined at the row titled “What payments must be made by the Bank for ending the contract without cause.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information66

Remuneration Report continued

Section 5:  Minimum Shareholding Policy, contracts and Executive KMP loans 
continued

5.3  Loans and other transactions

Details on the aggregate loans provided to Executive KMP and Non‑executive Directors and their related parties are as follows. 
The loans occur within a normal employee, customer or supplier relationship on terms and conditions no more favourable than those 
that it is reasonable to expect the Bank would have adopted if dealing at arms‑length with an unrelated person.

2023

Non-executive Directors

Executive KMP

Total Directors and Executives

Balance on
1 July 2022
$’000

Interest
charged 1
$’000

Interest not
charged
$’000

Write-off
$’000

Balance on
30 June 2023
$’000

Number
at year end

5,245

3,029

8,274

222

92

314

—

—

—

—

—

—

4,319

2,830

7,149

9

11

20

Details of Executive KMP (including their related parties) with an aggregate of loans above $100,000 in the reporting period are 
as follows:

2023

Non-executive Directors

J Hey

D Matthews

Executive KMP

M Baker

R Fennell

Balance on
1 July 2022
$’000

Interest
charged 1
$’000

Interest
not charged
$’000

Write-off
$’000

Balance on
1 July 2023
$’000

Highest owing

in period 2
$’000

1,556

3,689

830

2,199

44

178

35

57

—

—

—

—

—

—

—

—

686

3,633

815

2,015

1,563

3,766

0

2,206

1.  Interest charged may include the impact of interest off‑set facility.

2.  Represents aggregate highest indebtedness of the Executive KMP and Non‑executive Directors during the financial year. All other items in the table includes their related parties. 

Therefore, highest owing in the period may be lower than other amounts disclosed.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction 
 
 
 
 
 
 
 
 
 
 
 
Annual Report 2023  67

Section 6:  Executive statutory remuneration

6.1  Statutory remuneration details

The following table sets out the statutory executive remuneration disclosures which have been prepared in accordance with the 
Corporations Act 2001 and the Australian Accounting Standards.

Short-term benefits

Share-based payments 8

Non-

Super
annuation

Other
 long-term

Other
 remuner-

  Cash STI 2

  monetary 3

$’000

$’000

benefits 4
$’000

benefits 5
$’000

ation 6
$’000

Rights
$’000

Deferred

shares 7
$’000

Loan
Funded
 Shares
$’000

Executive KMP

M Baker

2023

2022

R Brosnahan

2023

2022

T Corolis 

2023

R Fennell

2022

2023

2022

A Morgan

2023

A Rowse

B Speirs

2022

2023

2022

2023

2022

Former executive KMP

T Crouch

2022

A Gartmann

2022 
(part year)

Cash
salary 1
$’000

1,653

1,095

722

693

670

649

854

856

876

13

707

—

626

563

516

327

396

—

127

—

104

—

214

—

214

—

186

—

129

—

—

—

171

177

157

111

64

31

97

47

136

8

52

—

59

29

30

7

104

233

—

—

—

—

—

—

—

—

—

—

—

—

—

—

364

364

107

107

104

104

185

185

—

—

—

—

94

94

99 

49

Total
$’000

2,628

1,919

1,149

959

984

824

1,361

1,123

1,264

22

981

—

956

734

674

842

8

6

—

13

—

—

—

—

—

—

—

—

7

7

29

—

15

55

27

24

24

23

25

24

25

24

24

1

25

—

25

24

29

41

175

190

(95)

20

12

12

17

16

(14)

11

14

—

11

—

16

17

(29)

10

(39)

57

—

—

—

—

—

—

—

—

—

—

—

—

—

—

— 

408

— 

408 

Totals 

2023

2022

6,108

4,712

1,370

—

736

440

104

233

854

 9,323

1,002

7,097

1.  Cash salary amounts include the net movement in the annual leave accrual for the year. 

2.  Cash STI for FY23 reflects the STI award outcome for the performance year for Executive KMP.

3.  Non‑monetary relates to sacrifice components of salary such as motor vehicle costs.

4.  Company superannuation contributions form part of fixed remuneration and are paid up to the statutory maximum contribution base.

5.  The amounts relate to movements in long service leave accruals. 

6.  Other remuneration is disclosed to the extent that it relates to Alexandra Gartmann’s employment in the capacity as an executive, which ceased on 22 October 2022. 

In accordance with contractual terms, Alexandra Gartmann did not receive a payment in lieu of a reduced notice period and all unvested equity awards lapsed.

7.  Under the prior remuneration structure, the CEO & MD’s annual fixed remuneration consisted of cash salary, superannuation and deferred base pay shares. For further details 

refer to the Remuneration outcomes and highlights for FY23 section of the report.

8.  The values in the table reflect the current year expense for all awards outstanding at any point during the year. The expense is inclusive of adjustments that may be made 
in the current period in relation to unvested awards. The fair value of the awards as at the grant date has been calculated under AASB 2 Share‑based Payment applying a 
Black‑Scholes‑Merton valuation method incorporating a Monte Carlo simulation option pricing model to estimate the probability of achieving the Total Shareholder Return 
hurdle and the number of securities that are expected to vest. 

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
 
  
  
  
 
 
 
 
 
 
 
68

Remuneration Report continued

Section 6:  Executive statutory remuneration continued

6.2  Movements in Executive KMP equity holdings

Executive 
KMP

Equity instrument 

Balance on
1 July 2022

Granted 

Vested/
released 1

Lapsed/
forfeited 2,3

Net change

other 4

Balance on
30 June 2023 

59,889

836,525

M Baker 5

Ordinary shares

Preference shares

Deferred shares

Loan Funded Shares

Performance rights

R Brosnahan

Ordinary shares

Loan Funded Shares

Performance rights

T Corolis

Ordinary shares

Loan Funded Shares

Performance rights

R Fennell

Ordinary shares

Loan Funded Shares

Performance rights

A Morgan6

Performance rights

Alignment rights

698,221

100

57,969

655,554

110,895

8,628

192,810

81,969

64,801

186,639

32,959

101,364

333,561

47,290

—

—

Deferred Share rights

66,888

A Rowse 6

Performance rights

Alignment rights

B Speirs

Ordinary shares

Loan Funded Shares

Performance rights

—

—

25,507

169,672

30,226

—

—

2,946

—

69,489

—

—

33,514

—

—

30,467

—

—

37,649

28,237

18,824

—

24,483

16,322

—

—

28,291

78,415

—

(60,915)

—

(17,500)

—

—

—

4,831

—

(4,831)

8,455

—

(8,455)

—

—

—

—

—

4,529

—

(4,529)

—

—

—

(69,444)

(32,500)

—

(20,425)

(4,487)

—

(19,771)

(4,487)

—

—

—

—

—

—

—

4,074

—

—

—

3,418

(35,335)

(7,851)

—

—

—

—

—

—

(17,974)

(4,206)

—

—

—

—

—

—

—

—

—

—

100

—

586,110

130,384

8,628

172,385

110,996

73,706

166,868

54,108

113,237

298,226

68,633

28,237

18,824

66,888

24,483

16,322

30,036

151,698

49,782

1.  Performance rights awarded to the Executive KMP in FY20 were tested on 30 June 2023, measured for the period 1 July 2019‑30 June 2023 and resulted in 100% lapse 
of the TSR hurdle and 100% vest of the NPS hurdle. The award has reached the four‑year performance period and the NPS component of the grant was released except 
for Ryan Brosnahan, for whom the award has a holding lock until November 2023. For further details on testing outcomes, refer to Section 2.6. 

2.  FY20 Performance rights that were tested in FY22 have met the additional one‑year restriction and were released. For further details on testing outcomes, refer to the 

FY22 Remuneration Report. 

3.  The Loan Funded Share Plan grant awarded in FY22 was tested on 30 June 2023 and three of the four tranches met the performance condition. Vesting outcomes 

will be provided in the FY25 remuneration report following an additional two‑year service condition and subject to a risk assessment by the Board. The lapsed amount 
is shown in the above table. For further details on testing outcomes, refer to Section 2.4. 

4.  Net Change may include shares allocated under the Dividend Reinvestment Plan (DRP), an on market purchase or Related Party holdings.

5.  Marnie Baker was granted 200,000 deferred base pay shares in FY19, in four equal tranches of 50,000 units. Each grant has a varying deferral period, vesting annually 

from the time of grant. Any dividends received on these grants are reinvested into ordinary shares and allocated in tranches. The dividend reinvested shares also vested 
and were released in FY23. This is the fourth and final tranche to vest. Deferred Base Pay Shares will not be reoffered.

6.   Alignment rights were awarded to Andrew Morgan and Adam Rowse as part of their long‑term incentive arrangements in FY23. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction  
 
 
 
 
 
 
 
Annual Report 2023  69

Section 6:  Executive statutory remuneration continued

6.3 Details of awards granted, vested, lapsed

Executive KMP Equity Instrument

Grant date

M Baker 

Deferred shares

Deferred shares

Deferred shares

Deferred shares

Deferred shares

Deferred shares

Deferred shares

Deferred shares

Deferred shares

19.12.2018

08.04.2019

03.10.2019

06.04.2020

08.04.2021

06.10.2021

06.04.2022

07.10.2022

06.04.2023

Loan funded shares

16.11.2021

Performance rights

17.12.2019

Performance rights

17.12.2019

Performance rights

14.11.2022

Performance rights

14.11.2022

Performance rights

14.11.2022

R Brosnahan

Loan funded shares

16.11.2021

Performance rights

17.12.2019

Performance rights

14.11.2022

Performance rights

14.11.2022

T Corolis

Loan funded shares

04.11.2020

Loan funded shares

16.11.2021

Performance rights

17.12.2019

Performance rights

17.12.2019

Performance rights

17.12.2019

Units
granted

—

—

—

—

—

—

— 

1,455

1,491

—

—

—

23,140

23,140

23,209

— 

—

16,757

16,757

—

— 

—

—

—

Value
at grant 1

$

— 

— 

—

—

—

—

— 

—

— 

— 

—

—

84,230

77,288

72,876

— 

—

60,995

55,968

—

— 

—

—

—

Performance rights

14.11.2022

Performance rights

14.11.2022

15,234

15,233

55,452

50,878

R Fennell

Loan funded shares

16.11.2021

Performance rights

17.12.2019

Performance rights

17.12.2019

Performance rights

17.12.2019

Performance rights

14.11.2022

Performance rights

14.11.2022

A Morgan

Performance rights

14.11.2022

Performance rights

14.11.2022

Alignment rights

14.11.2022

— 

—

—

—

18,825

18,824

14,119

14,118

18,824

— 

—

—

—

68,523

62,872

51,393

47,154

128,097

Units
vested/
released 2,3,4

Value
at vest 5
$ 

Units
forfeited/

lapsed 6 

50,000

518,000

1,361

1,193

1,933

1,164

1,203

1,115

1,455

1,491

—

— 

—

—

—

—

— 

— 

— 

—

Forfeited/
lapse value 7

$

— 

— 

—

—

—

—

— 

— 

— 

— 

— 

—

—

—

—

— 

— 

— 

69,444

187,499

17,500

133,175

—

—

—

—

—

—

—

—

—

— 

— 

—

—

—

—

—

—

—

—

— 

— 

—

32,500

94,900

— 

—

— 

— 

—

— 

20,425

4,487

55,148

13,102

—

— 

— 

—

— 

— 

19,771

53,382

2,416

2,415

18,386

18,378

—

—

—

—

—

—

— 

—

—

—

— 

—

4,487

13,102

—

— 

—

— 

35,335

95,405

4,228

4,227

32,175

32,167

—

—

—

—

—

—

—

—

—

—

—

—

— 

—

—

—

7,851

22,925

—

— 

—

—

—

—

— 

—

—

—

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
 
 
 
 
 
 
70

Remuneration Report continued

Section 6:  Executive statutory remuneration continued

6.3 Details of awards granted, vested, lapsed continued

Executive KMP Equity Instrument

Grant date

A Rowse

Performance rights

14.11.2022

Performance rights

14.11.2022

Alignment rights

14.11.2022

B Speirs

Loan funded shares

16.11.2021

Performance rights

17.12.2019

Performance rights

17.12.2019

Performance rights

17.12.2019

Performance rights

14.11.2022

Performance rights

14.11.2022

Units
granted

12,242

12,241

16,322

— 

—

—

—

Value
at grant 1

$

44,561

40,885

111,071

— 

—

—

—

14,146

14,145

51,491

47,244

Units
vested/
released 2,3,4

Value
at vest 5
$ 

Units
forfeited/

lapsed 6 

—

—

—

—

2,265

2,264

—

—

— 

—

—

—

—

17,237

17,229

—

—

— 

Forfeited/
lapse value 7

$

—

—

—

—

—

—

17,974

48,530

—

—

—

—

4,206

12,282

—

— 

—

— 

1.  The price used to calculate the award value at the time of grant is the fair value on the date of grant. Refer to Section 6.4 for further details.

2.  Marnie Baker was granted 200,000 deferred base pay shares in FY19, in four equal tranches of 50,000 units. Each grant has a varying deferral period, vesting annually 

from the time of grant. Any dividends received on these grants are reinvested into ordinary shares and allocated in tranches. The dividend reinvested shares also vested 
and were released in FY23. This is the fourth and final tranche to vest. Deferred Base Pay Shares will not be reoffered.

3.  Performance rights awarded to the Executive KMP in FY20 were tested on 30 June 2023, measured for the period 1 July 2019‑30 June 2023 and resulted in 100% lapse of 
the TSR hurdle and 100% vest of the NPS hurdle. The award has reached the four‑year performance period and the NPS component of the grant was released except for 
Ryan Brosnahan, for whom the award has a holding lock until November 2023. For further details on testing outcomes, refer to Section 2.6. 

4.  FY20 Performance rights that were tested in FY22 have met the additional one‑year restriction and were released. For further details on testing outcomes, refer to the 

FY22 Remuneration Report.

5.  The value of each award on the date it vests is calculated using the fair value on the date of grant.

6.  The Loan Funded Share Plan grant awarded in FY22 was tested on 30 June 2023 and three of the four tranches met the performance condition. Vesting outcomes will 
be provided in the FY25 remuneration report following an additional two‑year service condition and subject to a risk assessment by the Board. The lapsed number of 
units and value is shown in the above table. For further details on testing outcomes, refer to Section 2.4.

7.  The value of lapsed awards is calculated using the fair value on the date of grant.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction 
 
 
 
 
Annual Report 2023  71

Section 6:  Executive statutory remuneration continued

6.4  Equity plan valuation inputs 

Performance Rights

Equity
Instrument

Grant date

Fair value 1

Share price

Risk free
 interest rate

Dividend 
yield

Expected
 volatility

Expected
life

Performance
 period end 2 Vest date

Terms and Conditions for each Grant

Financial

Non-
financial

$ 

 %

 %

 %  

FY20 Performance 
Rights MD (T1) 

FY20 Performance 
Rights MD (T2)

FY20 Performance 
Rights (T2)

FY20 Performance 
Rights (T4)

FY20 Performance 
Rights 
Transformation

FY21 Performance 
Rights 
Transformation

FY21 Performance 
Rights

FY22 Performance 
Rights 

FY23 Performance 
Rights MD & 
Executive (T1)

FY23 Performance 
Rights MD & 
Executive (T2)

FY23 Performance 
Rights MD (T3)

FY23 Alignment 
Rights (T1)

FY23 Alignment 
Rights (T2)

17.12.2019

$7.61

n/a

$9.89

0.88%

7.08%

21.23% 4 years

30.06.2023

30.09.2023

17.12.2019

$2.92

n/a

$9.89

0.88%

7.08%

21.23% 4 years

30.06.2023

30.09.2023

17.12.2019

$7.61

n/a

$9.89

0.88%

7.08%

21.23% 4 years

30.06.2023

30.09.2023

17.12.2019

$2.92

n/a

$9.89

0.88%

7.08%

21.23% 4 years

30.06.2023

30.09.2023

17.12.2019

$7.61

n/a

$9.89

0.88%

7.08%

21.23% 4 years

30.06.2023

30.09.2023

04.11.2020

$5.74

n/a

$6.83

0.19%

4.54%

29.21% 4 years

30.06.2024

30.09.2024

04.11.2020

$2.19

n/a

$6.83

0.19%

4.54%

29.21% 4 years

30.06.2024

30.09.2024

16.11.2021

$3.42

n/a

$9.18

1.23%

6.02%

30.85% 4 years

30.06.2025

30.09.2025

14.11.2022

$3.64

$7.01

$8.84

3.34%

6.00%

31.72% 4 years

30.06.2026

30.09.2026

14.11.2022

$3.34

$6.60

$8.84

3.42%

6.00%

29.65% 5 years

30.06.2026

30.09.2027

14.11.2022

$3.14

$6.21

$8.84

3.49%

6.00%

28.65% 6 years

30.06.2026

30.09.2028

14.11.2022

n/a

$7.01

$8.84

3.34%

6.00%

31.72% 4 years

30.09.2026

30.09.2026

14.11.2022

n/a

$6.60

$8.84

3.42%

6.00%

29.65% 5 years

30.09.2027

30.09.2027

1.  The fair value is calculated as at grant date in accordance with AASB 2 Share-based Payment using an independent valuation. 

2.  The Board will test the performance condition as soon as practical after the performance period has been reached. Any performance rights that do not vest will lapse 

at 5.00pm on the date the Board determines the vesting outcome of the grant.

All awards outlined in the table above do not have an exercise price at the time of reporting.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
 
 
72

Remuneration Report continued

Section 6:  Executive statutory remuneration continued

6.4  Equity plan valuation inputs continued

Deferred Share Rights

Equity Instrument 1

Deferred Share Rights (T1)

Deferred Share Rights (T2)

Grant date

24.06.2022

24.06.2022

Issue price /

fair value 2 

$

8.35

7.06

Share price at
 grant date
$

Restriction
period end /
test date

Vest / expiry
date

8.97

8.97

30.09.2023

30.09.2023

30.09.2026

30.09.2026

1.  Andrew Morgan received a sign‑on equity award delivered in deferred share rights, vesting in two tranches over four years to replace incentive arrangements that were 

forgone with his previous employer. 

2.  The fair value is calculated on the grant date in accordance with AASB 2 Share-based Payment using an independent valuation. 

Deferred Shares

Equity Instrument

Grant date

Deferred Shares Base Pay (MD)

19.12.2018

Issue price /

fair value 1 

$

10.36

Share price at
 grant date
$

Restriction
period end /
test date

Vest / expiry
date

10.40

30.06.2023

30.06.2023

1.  The fair value is calculated on the grant date in accordance with AASB 2 Share-based Payment using an independent valuation.

Loan Funded Share Plan

Equity Instrument 

Grant date

Fair value
$

Share
price
$ 

Exercise
price
$

Risk free
 interest rate

Dividend
yield

Expected
 volatility

Expected
life

Performance/
Vest schedule

FY21 Loan Funded 
Share Plan

FY22 Loan Funded 
Share Plan 1

04.11.2020

1.87

6.83

6.75

0.26%

0.00%

27.92% 4 – 6 years 30.06.2022 (perf.)

30.06.2024 (vesting)
30.06.2026 (expiry)

16.11.2021

2.70

9.18

9.18

1.44%

0.00%

28.93% 4 – 6 years 30.06.2023 (perf.)

30.06.2025 (vesting)
30.06.2027 (expiry)

1.  The FY22 Loan Funded Share Plan grant was tested on 30 June 2023 at the completion of the two‑year performance period. Three of the four tranches met their 

performance conditions. The award is subject to a further two‑year service condition and may vest at the end of FY25 following a risk assessment. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction 
 
Annual Report 2023  73

Section 6:  Executive statutory remuneration continued

6.5  Details of untested awards

The following summary details the current plans that remain on‑foot, are untested and are not eligible for vesting. All plans are subject 
to a risk and compliance gateway and the Clawback and Malus policy.

Grant

Grant Date

Measures

Weighting

Performance 
Period

Vesting 
Condition

Performance Rights

2021 LTI 
CEO & MD

2021 LTI  
Executive

2022 LTI  
CEO & MD

2022 LTI  
Executive

2021 
Transformation 
rights 1

FY23  
Alignment rights (T1) 2

FY23  
Alignment rights (T2) 2

25.11.2020

NPS
TSR

35%
65%

01.07.2020 – 
30.06.2024

25.11.2020

TSR

100%

16.11.2021

TSR

100%

16.11.2021

TSR

100%

01.07.2020 – 
30.06.2024

01.07.2021 – 
30.06.2025

01.07.2021 – 
30.06.2025

NPS: 20 points above industry average over 
performance period
 • If target met 100%

 • If not met 0%

TSR: Compared to peer group of ASX100 
companies (excluding property trust and 
resources) over performance period
 • If less than or equal to 50th percentile: 0%

 • If between 50.1th & 75th percentile: straight 

line vesting starting at 60% up to 100%

 • If greater than 75th percentile: 100%

04.11.2020

Service

100%

01.07.2020 – 
30.06.2024

100% subject to:
 • Individual performance; and 

14.11.2022

Service

100%

14.11.2022

Service

100%

01.07.2022 – 
30.09.2026

01.07.2022 – 
30.09.2027

 • Risk and compliance gateway

100% subject to:

 • Remaining employed by the Company for 

the duration of the Service Period; and

 • Risk gateway

Grant

Grant Date

Measures

Weighting

Performance Period

2023 LTI 
CEO & MD & Executive

14.11.2022

 rTSR
ROE
NPS
Reptrak

40%
25%
20%
15%

Relative TSR:  
Compared to peer group of 
ASX100 companies (excluding 
resources and property trusts) over 
performance period:

Absolute ROE:  
Based on Company’s 
Absolute ROE performance 
in final year of 
Performance Period:

 • 50th percentile or less: 0%

 • Below 10%: 0%

 • At 50.1th percentile: 50%

 • 10.1%: 50%

NPS:  
20 points above the 
Customer NPS Peer Group 
over Performance Period:

 • If target met: 100%

 • If not met: 0%

 • Between 50.11th percentile  

 • Between 10.1% and 10.43%: 

and 75th percentile:  
Straight‑line vesting  
between 50% and 100%

 • Above 75th percentile: 100%

Straight‑line vesting 
between 50% and 100%

 • 10.43%: 100%

01.07.2022 – 30.06.2026

Reptrak:  
Measures the level of trust 
towards the Company and 
threshold to maintain an average 
gap of 8 points over the period:

 • Below Threshold: 0%

 • At Threshold: 50%

 • Between Threshold and 
Stretch Performance:  
Straight‑line vesting 
between 50% and 100%

 • At or above Stretch 
Performance: 100%

1. Transformation rights granted in previous years were awarded to Ryan Brosnahan.

2.  Alignment rights granted during the year were awarded to Andrew Morgan and Adam Rowse as part of their contracted long‑term incentive. 

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information74

Remuneration Report continued

Section 7:  Non‑executive Director arrangements

7.1  Non-executive Director fees

The People, Culture and Transformation Committee 
(Committee) is responsible for reviewing Non‑executive Director 
(NED) fees for BEN and its main subsidiaries. In reviewing these 
fees, the Committee has regard to a range of factors including: 

The following table shows the annual fees in FY2023 for the 
Board and committees (inclusive of company superannuation 
contributions). Additional fees are paid to Non‑executive 
Directors appointed to the Community Bank National Council. 

Board/Committee

Board

Committees

Fee schedule

Chair 1

$

479,230

30,000

Member
$

165,000

20,000

1. Chair fees are all inclusive i.e. a separate committee member fee is not paid.

7.2  Rights to Shares Plan

A fee sacrifice Rights to Shares Plan was introduced in FY21 
for Non‑executive Directors, to be offered annually, on an 
opt‑in basis under the terms of the BEN Omnibus Equity 
Plan. Participants can nominate to sacrifice a minimum of 
$10,000 of fees, up to a maximum of 100%, to be issued as 
Rights to Shares. The Rights to Shares are allocated after the 
announcement of the year‑end results and the filing of the 
Appendix 4E announcement. The number of Rights to Shares 
is allocated on a face value methodology, with the nominated 
fee sacrificed amount divided by the five‑day volume weighted 
average closing price from the date of the Appendix 4E 
announcement for that plan year. 

The Rights to Shares are allocated in two tranches, with 
the first tranche vesting after that plan year’s Appendix 4D 
announcement and the second tranche vesting post the 
Appendix 4E announcement for the following financial year. 
Vested shares must be held for the earlier of 15 years or the 
Non‑executive Director’s retirement from the Board.

a.  The scope of responsibilities of Non‑executive Directors 
and time commitments. This includes consideration of 
significant changes to the Group’s operations and industry 
developments which impact workloads and responsibilities 
at the Board and committee level.

b.  Fees paid by peer companies and companies of similar 
market capitalisation and complexity, including survey 
data and peer analysis to understand the level of Director 
fees paid in the market, particularly in the banking and 
finance sector.

c.  Attracting and retaining high calibre Non‑executive 

Directors who are equipped with the diverse skills needed 
to oversee all functions of the Bank in an increasingly 
complex environment.

There is no direct link between Non‑executive Director fees 
and the annual results of the Group. Non‑executive Directors 
do not receive bonuses or incentive payments, nor receive 
equity‑based pay.

Shareholders approved an aggregate fee pool for Non‑executive  
Directors of $2,500,000 at the 2011 AGM. This fee pool 
covers payments (including superannuation) for the main 
Board and Committees (from FY2022) and payments to the 
Bank’s Non‑executive Directors appointed to subsidiary boards 
and the Community Bank National Council. The aggregate  
Non‑executive Director fees paid for the year was $2,068,000 
which represents 82.7% of the $2,500,000 fee cap approved 
by shareholders.

Non‑executive Directors fees are inclusive of superannuation 
contributions at 10.5%. In relation to the superannuation 
contributions, Non‑executive Directors can elect to receive 
amounts above the maximum contributions limit as cash. 

The Directors contribute $5,000 per annum each to the 
Bank’s scholarship program. The program was established to 
assist disadvantaged students from rural and regional areas to 
meet their tertiary education, accomodation, and direct study 
costs. The contributions are deducted from Base Board fees. 
To date this program has raised $2.18 million in scholarship 
funds since it began in 2007. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction 
Annual Report 2023  75

Section 7:  Non‑executive Director arrangements continued

7.3  Non-executive Director statutory remuneration

Non-executive Director

J Hey (Chair)

V Carter 4 

R Deutsch

D Foster

J Hazel

D Matthews 5

Year

2023

2022

2023

2022

2023

2022 (part year)

2023

2022

2023

2022

2023

2022

A Muir

2023 (part year)

V Weekes 

2022

2023

2022 (part year)

Former Non-executive Director 

J Harris

2023 (part year)

R Hubbard

A Robinson

Totals

2022

2022 (part year)

2022 (part year)

2023

2022

Short-term benefits

Post-
employment
 benefits

Fees 1

$’000

Rights to
Shares Plan 2

$’000

Non-monetary

benefits 3
$’000

Superannuation
contributions
$’000

Total
$’000

456

412

284

190

155

150

195

190

186

186

199

198

144

—

155

70

38

160

66

66

1,812

1,688

—

46

—

—

40

—

—

—

—

—

—

—

—

—

40

—

—

30

—

—

80

76

—

—

—

—

—

—

—

—

—

—

6

6

—

—

—

—

—

—

—

—

6

6

25

23

25

19

21

15

21

19

20

19

21

20

15

—

20

7

4

19

7

7

481

481

309

209

216

165

216

209

206

205

226

224

159

—

215

77

42

209

73

73

172

155

2,070

1,925

1.  Fee amounts include the $5,000 Director contribution to the Bank’s scholarship program. 

2.  Includes fee sacrifice component of the Base Board fee sacrificed as part of the FY23 NED Rights to Shares Plan. The values contained in the table above are calculated 

using the grant price multiplied by the total units granted. For FY23 the grant price was $9.54.

3.  Includes fee sacrifice component of the Base Board fee paid as superannuation. 

4.  Fees paid to Vicki Carter includes $93,925 as the Chair of Sandhurst Trustees Limited.

5.  Fees paid to David Matthews include $15,500 as a member of the Community Bank National Council.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
 
 
 
 
 
 
 
 
 
 
 
 
 
76

Remuneration Report continued

Section 7:  Non‑executive Director arrangements continued

7.4  Shares and other securities held by Non-executive Directors

Number at
start of year

Granted 
during the

year 1

Vested or

released 2

Lapsed 
or expired 

Net change

other 3

Number at
end of year

Non-executive Director

J Hey

V Carter

R Deutsch

Equity Instrument

Ordinary shares

Preference Shares

Rights to Shares

Ordinary shares

Preference Shares

Rights to Shares

Ordinary shares

Preference Shares

Rights to Shares

55,077

250

2,282

24,850

—

—

3,000

—

—

D Foster

Ordinary shares

10,039

Preference Shares

Rights to Shares

—

—

J Hazel

Ordinary shares

40,670

Preference Shares

Rights to Shares

—

—

D Matthews

Ordinary shares

40,520

A Muir

V Weekes

Preference Shares

Rights to Shares

Ordinary shares

Preference Shares

Rights to Shares

Ordinary shares

Preference Shares

Rights to Shares

Former Non-executive Director

J Harris 4

Ordinary shares

Preference Shares

Rights to Shares

—

—

—

—

—

5,500

—

—

14,125

—

1,503

—

—

—

—

—

—

—

—

4,193

—

—

—

—

—

—

—

—

—

—

—

—

—

—

4,193

—

—

—

2,282

—

(2,282)

—

—

—

2,097

—

(2,097)

—

—

—

—

—

—

—

—

—

—

—

—

2,097

—

(2,097)

1,503

—

(1,503)

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

78

—

—

—

—

—

990

—

—

57,437

250

—

24,850

—

—

6,087

—

2,096

1,542

11,581

—

—

—

—

2,165

42,835

—

—

—

—

7,105

47,625

—

—

—

—

1,043

1,043

—

—

—

—

—

—

—

—

—

—

7,597

—

2,096

15,628

—

—

1.  Richard Deutsch and Victoria Weekes elected to participate in the FY23 Rights to Shares Plan. Rights to Shares were allocated in two tranches on 23 August 2022 using 

a VWAP of $9.54.

2.  The FY22 Rights to Shares Plan (tranche 2) granted to Jacqueline Hey vested on 18 August 2022, coinciding with the Bank’s full year results.

  The FY23 Rights to Shares Plan (tranche 1) granted to Richard Deutsch and Victoria Weekes vested on 21 February 2023, coinciding with the Bank’s half year results.

3.  Net Change may include shares allocated under the Dividend Reinvestment Plan (DRP), an on market purchase or Related Party holdings.

4.  Jan Harris’ Shares were released from restriction upon her resignation from the Bank effective 12 September 2022.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction  
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Annual Report 2023  77

Financial Report

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information78

Financial contents

Financial highlights 

Primary Statements 
Income statement 

Statement of comprehensive income 

Balance sheet 

Statement of changes in equity 

Cash flow statement 

Basis of Preparation 
1  Corporate information 

2  Summary of significant accounting policies 

Results for the Year 
3 

Income 

4  Operating expenses 

5 

Income tax expense 

6  Segment reporting 

7  Earnings per ordinary share 

8  Dividends 

Financial Instruments 
9  Cash and cash equivalents 

10  Loans and other receivables 

11  Impairment of loans and advances 

12  Financial assets at fair value through 

profit or loss

13  Financial assets at amortised cost 

14  Financial assets at fair value through 

other comprehensive income

15  Deposits 

16  Other Borrowings 

17  Loan capital 

18  Securitisation and transferred assets 

19  Derivative financial instruments 

20  Financial instruments 

21  Risk management 

79

80

80

81

82

83

85

86

86

86

88

88

90

92

95

97

98

100

101

102

103

111 

112

113 

115

116

117

121

122

127

135

Funding and Capital Management  148
148
22  Share capital 

23  Retained earnings and reserves 

Other Assets and Liabilities 
24  Investment property 

25  Goodwill and other intangible assets 

26  Other assets 

27  Other payables 

28  Provisions 

Other Disclosure Matters 
29  Cash flow statement reconciliation 

30  Subsidiaries and other controlled entities 

31  Related party disclosures 

32  Involvement with unconsolidated entities 

33  Fiduciary activities 

34  Share‑based payment plans 

35  Commitments and contingencies 

36  Remuneration of Auditor 

37  Leases 

38  Events after balance sheet date 

Directors’ declaration 

Independent Auditor’s Report 

Shareholder Information 

Glossary 

150

152

152

154

157

157

158

160

160

161

163

165

167

168

173

174

175

176

177

178

187

191

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  79

Financial highlights

The following table provides a summary of the last five years’ key metrics. Note some of the key indicators in the table below are  
non‑IFRS measures and are unaudited.

Financial performance

Net interest income

Other revenue

Operating expenses

Credit (expenses)/reversals

Income tax expense

Statutory earnings attributable to owners of the Bank

Add back: total non‑cash items and other adjustments 2

Cash earnings after income tax 3

Financial position

Net loans and other receivables

Total assets

Deposits

Total liabilities

Total equity

Risk‑weighted assets

Common Equity Tier 1 capital ratio

Total capital ratio

Share information (per ordinary share)

Net tangible assets

Earnings per share (statutory basis)

Earnings per share (cash basis) 3

Total fully franked dividend

Shareholder ratios

Return on average tangible equity (cash basis) 3

Return on average assets (cash basis) 3

Return on average ordinary equity (cash basis) 3

Return on average ordinary equity (statutory basis)

Key trading indicators

($m)

($m)

($m)

($m)

($m)

($m)

($m)

($m)

($m)

($m)

($m)

($m)

($m)

($m)

(%)

(%)

($)

(¢)

(¢)

(¢)

(%)

(%)

(%)

(%)

Asset quality

Impaired loans

Individually assessed provisions

Net impaired loans

Net impaired loans % of gross loans

Individually assessed provision for impairment

Individually assessed provision % of gross loans

Collectively assessed provision

Equity reserve for credit losses (ERCL)

Collectively assessed provision & ERCL %  
of risk‑weighted assets

($m)

($m)

($m)

(%)

($m)

(%)

($m)

($m)

(%)

Group

June 2023

June 2022

June 2021

June 2020   June 2019 1

1,640.8

279.5

1,412.8

282.8

1,422.5

382.9

1,333.8

300.6

(1,161.9)

(1,021.4)

(1,033.7)

(1,179.8)

(33.6)

(227.8)

497.0

79.9

576.9

27.2

(213.3)

488.1

12.3

500.4

(18.0)

(229.7)

524.0

(66.8)

457.2

(168.5)

(93.3)

192.8

108.9

301.7

1,289.6

277.9

(965.2)

(50.3)

(175.2)

376.8

38.9

415.7

78,526.3

77,610.4

71,920.6

64,980.4

61,822.2

98,479.7

95,239.6

86,577.2

76,008.9

72,435.3

77,310.8

74,583.9

66,217.1

58,912.4

56,897.5

91,629.0

88,527.7

80,223.7

70,210.7

66,969.1

6,850.7

6,711.9

6,353.5

5,798.2

5,631.6

37,900.3

42,197.9

40,469.3

38,215.2

37,483.1

9.68

13.60

9.57

13.81

9.25

13.61

8.92

13.14

11.25

15.63

8.85

87.9

102.1

61.0

8.71

87.5

89.8

53.0

8.66

98.1

85.6

50.0

11.63

10.28

10.27

0.65

8.62

7.42

0.59

7.72

7.53

0.60

7.67

8.79

7.98

38.1

59.7

35.5

7.42

0.42

5.36

3.43

113.9

(46.2)

67.7

0.09

47.8

 0.06 

238.5

95.2

133.1

(57.1)

76.0

0.10

58.1

0.07

225.7

87.8

208.8

(93.0)

115.8

0.16

94.3

0.13

246.7

104.7

240.5

(77.5)

163.0

0.25

78.4

0.12

263.2

86.6

8.03

77.1

85.0

70.0

10.73

0.61

7.55

6.84

4,540

16.0

310.9

(127.6)

183.3

0.29

128.5

0.21

157.0

77.3

Number of staff (excluding Community Banks)

Assets per staff member

(FTE)

($m)

4,726

20.8

4,652

20.5

4,483

19.3

4,776

15.9

1.  The Group applied AASB 9 Financial Instruments from 1 July 2018. Further information can be found in the Group’s 2019 Annual Financial Report.

2.  Non‑cash items are those items that are deemed to be outside of the Group’s core activities and hence these items are not considered to be representative of the Group’s 

ongoing financial performance. For further details relating to non‑cash items refer to the Operating and Financial Review section of this report.

3.  Cash earnings is an unaudited, non‑IFRS financial measure. It is considered by management to be a key indicator of the underlying performance of the core business 

activities of the Group. The basis for determining cash earnings is net profit after tax, adjusted for non‑cash items, amortisation on acquired intangibles and Homesafe net 
realised income. All adjustments are net of tax.

 0.88 

0.74

0.87

0.92

0.63

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information80

Income statement

For the year ended 30 June 2023

Net interest income

Interest income

Interest expense

Total net interest income

Other revenue

Fees

Commissions and management fees

Other income

Total other revenue

Total income 

Credit expenses

Credit (expenses)/reversals

Bad and doubtful debts recovered

Total credit (expenses)/reversals

Operating expenses

Staff and related costs

Occupancy costs

Amortisation and depreciation costs

Fees and commissions

Other operating expenses

Total operating expenses

Profit before income tax expense

Income tax expense

Net profit attributable to owners of the Bank

Earnings per share

Basic

Diluted 

Group

Bank

Note

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

3,406.8

(1,766.0)

1,745.3

(332.5)

3,316.8

(1,633.9)

1,727.2

(285.0)

3

1,640.8

1,412.8

1,682.9

1,442.2

129.7

64.0

85.8

279.5

130.8

57.8

94.2

282.8

115.2

16.3

46.3

177.8

115.8

18.2

138.1

272.1

1,920.3

1,695.6

1,860.7

1,714.3

(36.1)

2.5

(33.6)

23.4

3.8

27.2

(71.4)

2.5

(68.9)

24.6

3.8

28.4

(656.7)

(604.1)

(640.2)

(588.5)

(35.9)

(93.9)

(23.6)

(35.7)

(90.9)

(22.5)

(35.9)

(93.2)

(7.9)

(351.8)

(268.2)

(357.7)

(1,161.9)

(1,021.4)

(1,134.9)

656.9

(208.5)

448.4

724.8

(227.8)

497.0

cents

87.9

79.2

701.4

(213.3)

488.1

cents

87.5

77.6

(35.7)

(90.1)

(10.0)

(264.5)

(988.8)

753.9

(203.6)

550.3

3

11

4

5

7

7

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  81

Statement of comprehensive income

For the year ended 30 June 2023

Group

Bank

Note

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

Profit for the year

497.0

488.1

448.4

550.3

Items which may be reclassified subsequently to profit or loss:

Revaluation (loss)/gain on debt securities at FVOCI with recycling

Impairment of debt securities at FVOCI

Net (loss)/gain on cash flow hedges taken to equity

Tax effect on items taken directly to or transferred from equity

Total items that may be reclassified to profit or loss

Items which will not be reclassified subsequently to profit or loss:

Revaluation gain on equity investments at FVOCI

Tax effect on items taken directly to or transferred from equity

Total items that will not be reclassified to profit or loss

23

23

23

23

23

23

(17.0)

—

(75.6)

19.2

(73.4)

—

—

—

(84.8)

0.1

46.1

20.2

(18.4)

4.7

(1.4)

3.3

9.7

—

(75.6)

11.2

(54.7)

—

—

—

(420.6)

0.1

46.1

120.8

(253.6)

5.4

(1.6)

3.8

Total comprehensive income for the year 

423.6

473.0

393.7

300.5

Total comprehensive income for the year attributable to:

Owners of the Bank

423.6

473.0

393.7

300.5

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information82

Balance sheet

As at 30 June 2023

Assets

Cash and cash equivalents

Due from other financial institutions

Financial assets at fair value through profit or loss (FVTPL)

Financial assets at amortised cost

Financial assets at fair value through other  
comprehensive income (FVOCI)

Derivatives

Net loans and other receivables

Investments accounted for using the equity method

Shares in controlled entities

Property, plant and equipment

Deferred tax assets

Investment property

Goodwill and other intangible assets

Other assets

Total Assets

Liabilities

Due to other financial institutions

Deposits

Other borrowings

Derivatives

Amounts payable to controlled entities

Income tax payable

Provisions

Other payables

Loan capital

Total Liabilities

Net Assets

Equity

Share capital

Reserves

Retained earnings

Total Equity

Group

Bank

Note

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

9

9

12

13

14

19

10

30

5

24

25

26

9

15

16

19

5

28

27

17

22

23

23

8,384.2

3,541.0

7,953.9

3,082.3

123.9

18.5

864.6

188.0

30.5

861.7

123.9

9.2

3,830.1

188.0

30.5

603.9

6,917.5

9.2

9,618.1

59.9

17,458.9

23,300.4

9.2

59.9

78,526.3

77,610.4

77,616.7

77,118.4

13.8

—

166.2

71.2

957.8

1,841.9

584.6

14.5

—

179.6

48.6

920.3

1,808.3

358.7

13.8

101.8

166.2

203.4

—

1,776.3

1,593.6

14.5

112.8

179.5

184.6

—

1,741.9

1,393.8

98,479.7

95,239.6

110,857.0

108,010.5

190.3

77,310.8

11,838.2

178.8

74,583.9

11,698.9

17.4

—

40.8

126.3

734.2

34.8

—

50.6

122.2

492.4

1,371.0

1,366.1

190.3

178.8

77,316.2

74,589.7

8,945.7

17.4

7,859.0

34.8

15,829.0

17,095.0

40.8

96.5

693.5

1,371.0

50.6

122.2

466.5

1,366.1

91,629.0

88,527.7

104,500.4

101,762.7

6,850.7

6,711.9

6,356.6

6,247.8

5,240.5

42.9

1,567.3

6,850.7

5,219.5

105.9

1,386.5

6,711.9

5,240.5

23.2

1,092.9

6,356.6

5,219.5

67.2

961.1

6,247.8

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  83

Statement of changes in equity

For the year ended 30 June 2023

For the year ended 30 June 2023

Opening balance at 1 July 2022

Comprehensive income

Profit for the year

Other comprehensive income/(loss)

Total comprehensive income for the year

Transactions with owners in their capacity as owners:

Shares issued

Movement in treasury shares

Movement in executive share plans

Reduction in employee share ownership plan (ESOP) shares

Movement in equity reserve for credit losses (ERCL)

Share‑based payment

Transfer from reserves

Equity dividends 

Group

Attributable to owners of Bendigo and Adelaide Bank Limited

Issued
ordinary
capital
$m

5,222.5

Other
Issued
capital 1

$m

Retained
earnings 2

$m

Reserves 2

$m

Total 
equity
$m

(3.0)

1,386.5

105.9

6,711.9

—

—

—

18.8

1.4

0.2

—

—

—

—

—

—

—

—

—

—

—

0.6

—

—

—

—

497.0

—

497.0

—

—

—

—

(7.4)

0.4

0.3

(309.5)

—

(73.4)

(73.4)

—

—

—

—

7.4

3.3

(0.3)

—

497.0

(73.4)

423.6

18.8

1.4

0.2

0.6

—

3.7

—

(309.5)

Closing balance at 30 June 2023

5,242.9

(2.4)

1,567.3

42.9

6,850.7

For the year ended 30 June 2022

Opening balance at 1 July 2021

Comprehensive income

Profit for the year

Other comprehensive income/(loss)

Total comprehensive income for the year

Transactions with owners in their capacity as owners:

Shares issued

Movement in treasury shares

Movement in executive share plans

Reduction in employee share ownership plan (ESOP) shares

Movement in equity reserve for credit losses (ERCL)

Movement in operational risk reserve

Share‑based payment

Equity dividends 

Group

Attributable to owners of Bendigo and Adelaide Bank Limited

Issued
ordinary
capital
$m

5,053.1

Other
Issued
capital 1

$m

Retained
earnings 2

$m

Reserves 2

$m

Total 
equity
$m

(3.6)

1,166.0

138.0

6,353.5

—

—

—

178.1

(8.6)

(0.1)

—

—

—

—

—

—

—

—

—

—

—

0.6

—

—

—

—

488.1

—

488.1

—

—

—

—

16.9

4.2

0.9

(289.6)

—

(15.1)

(15.1)

—

—

—

—

(16.9)

(4.2)

4.1

—

488.1

(15.1)

473.0

178.1

(8.6)

(0.1)

0.6

—

—

5.0

(289.6)

Closing balance at 30 June 2022

5,222.5

(3.0)

1,386.5

105.9

6,711.9

1.  Refer to Note 22 for further details.

2.  Refer to Note 23 for further details.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
 
 
 
 
 
84

Statement of changes in equity

For the year ended 30 June 2023

For the year ended 30 June 2023

Opening balance at 1 July 2022

Comprehensive income

Profit for the year

Other comprehensive income/(loss)

Total comprehensive income for the year

Transactions with owners in their capacity as owners:

Shares issued

Movement in treasury shares

Movement in executive share plans

Reduction in employee share ownership plan (ESOP) shares

Movement in equity reserve for credit losses (ERCL)

Share‑based payment

Equity dividends 

Bank

Attributable to owners of Bendigo and Adelaide Bank Limited

Issued
ordinary
capital
$m

5,222.5

Other
Issued
capital 1

$m

Retained
earnings 2

$m

(3.0)

961.1

Reserves 2

$m

67.2

Total 
equity
$m

6,247.8

—

—

—

18.8

1.4

0.2

—

—

—

—

—

—

—

—

—

—

0.6

—

—

—

448.4

—

448.4

—

—

—

—

(7.4)

0.3

(309.5)

—

(54.7)

(54.7)

—

—

—

—

7.4

3.3

—

448.4

(54.7)

393.7

18.8

1.4

0.2

0.6

—

3.6

(309.5)

Closing balance at 30 June 2023

5,242.9

(2.4)

1,092.9

23.2

6,356.6

Attributable to owners of Bendigo and Adelaide Bank Limited

Bank

Issued
ordinary
capital
$m

5,053.1

—

—

—

—

178.1

(8.6)

(0.1)

—

—

—

—

5,222.5

Other
Issued
capital 1

$m

(3.6)

—

—

—

—

—

—

—

0.6

—

—

—

(3.0)

Retained
earnings 2

$m

Reserves 2

$m

Total 
equity
$m

682.4

0.2

550.3

550.3

—

—

—

—

16.9

0.9

(289.6)

961.1

329.8

6,061.7

—

—

(249.8)

(249.8)

—

—

—

—

(16.9)

4.1

—

0.2

550.3

(249.8)

300.5

178.1

(8.6)

(0.1)

0.6

—

5.0

(289.6)

67.2

6,247.8

For the year ended 30 June 2022

Opening balance at 1 July 2021

De‑registered subsidiary companies

Comprehensive income

Profit for the year

Other comprehensive income/(loss)

Total comprehensive income for the year

Transactions with owners in their capacity as owners:

Shares issued

Movement in treasury shares

Movement in executive share plans

Reduction in employee share ownership plan (ESOP) shares

Movement in equity reserve for credit losses (ERCL)

Share‑based payment

Equity dividends 

Closing balance at 30 June 2022

1.  Refer to Note 22 for further details.

2.  Refer to Note 23 for further details.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction 
 
 
 
 
 
Annual Report 2023  85

Cash flow statement

For the year ended 30 June 2023

Cash flows from operating activities

Interest and other items of a similar nature received

Interest and other costs of finance paid

Receipts from customers (excluding effective interest)

Payments to suppliers and employees

Dividends received

Income taxes paid

Cash flows from operating activities before changes in 
operating assets and liabilities

(Increase)/decrease in operating assets

Net increase in balance of loans and other receivables

Net decrease/(increase) in balance of investment securities

Increase/(decrease) in operating liabilities

Net increase in balance of deposits

Net increase/(decrease) in balance of other borrowings

Group

Bank

Note

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

3,124.1

(1,330.8)

251.5

1,812.5

(351.1)

257.6

2,984.6

(1,201.8)

211.1

1,568.0

(312.3)

199.7

(1,280.0)

(1,065.8)

(1,230.3)

(1,103.7)

1.4

(241.1)

525.1

5.2

(195.3)

463.1

8.7

(241.1)

531.2

89.5

(195.3)

245.9

(380.5)

2,694.9

(5,666.4)

(6,380.1)

(1,823.9)

2,648.6

(4,418.5)

(7,145.3)

2,726.9

139.3

8,366.8

(33.3)

2,726.5

1,086.7

8,360.4

(275.6)

Net cash flows from/(used in) operating activities

29

5,705.7

(3,249.9)

5,169.1

(3,233.1)

Cash flows related to investing activities

Cash paid for purchases of property, plant and equipment

Cash proceeds from sale of property, plant and equipment

Cash paid for purchases of investment property

Cash proceeds from sale of investment property

Cash proceeds from sale of equity investments

Cash paid for purchases of equity investments

Cash proceeds from dividends from JV partners

Cash paid for purchase of ANZ investment lending portfolio

Net cash received on acquisition of a business  
combination/acquisition

Net cash proceeds from sale of Insurance Broking and Debtor 
Financing businesses

Net cash flows (used in)/from investing activities

Cash flows from financing activities

Cash paid for purchases of treasury shares

Repayment of loan capital

Payment of loan capital issue costs

Proceeds from issuance of subordinated debt

Repayment of subordinated debt

Equity dividends paid

Repayment of lease liabilities

Repayment from employees for ESOP shares

Net cash flows used in financing activities

8

37

(30.6)

0.1

(52.2)

58.8

—

(4.0)

1.9

(571.5)

—

—

(597.5)

—

—

—

—

—

(290.7)

(50.5)

0.6

(340.6)

(14.5)

2.9

(51.9)

71.0

0.8

(5.0)

1.9

—

0.5

4.0

9.7

(8.7)

(21.1)

(0.7)

125.0

(125.0)

(213.7)

(50.3)

0.6

(293.9)

Net increase/(decrease) in cash and cash equivalents 

Cash and cash equivalents at the beginning of year

4,767.6

3,550.2

(3,534.1)

7,084.3

Cash and cash equivalents at the end of year

9

8,317.8

3,550.2

(30.5)

0.1

—

—

—

(4.0)

1.9

—

—

—

(14.4)

1.1

—

—

0.8

(5.0)

1.9

—

0.5

4.0

(32.5)

(11.1)

—

—

—

—

—

(290.7)

(50.5)

0.6

(340.6)

4,796.0

3,091.5

7,887.5

(8.7)

(21.1)

(0.7)

125.0

(125.0)

(213.7)

(50.3)

0.6

(293.9)

(3,538.1)

6,629.6

3,091.5

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information86

Basis of preparation

This section describes the Group’s significant accounting policies that relate to the financial statements and notes of the 
accounts. If an accounting policy relates to a particular note, the applicable policy is contained within the relevant note. 
This section also details new accounting standards, amendments and interpretations, and whether they are effective in 
the 2023 financial year or later years. We explain how these changes are expected to impact the financial position and 
performance of the Group.

1  Corporate information

The financial report of Bendigo and Adelaide Bank Limited 
(‘the Bank’) and its controlled entities (‘the Group’) for the 
year ended 30 June 2023 was authorised for issue in 
accordance with a resolution of the Board of Directors 
on 11 September 2023. The Directors have the power 
to amend and reissue the financial statements.

Bendigo and Adelaide Bank Limited is a company limited by 
shares incorporated in Australia, whose shares are publicly 
traded on the Australian Securities Exchange.

2   Summary of significant 
accounting policies

Basis of preparation

The financial report of Bendigo and Adelaide Bank Limited:

 • is a general purpose financial report;

 • has been prepared in accordance with Australian 

Accounting Standards along with interpretations issued 
by the Australian Accounting Standards Board (AASB) and 
International Financial Reporting Standards (IFRS) as issued 
by the International Accounting Standards Board (IASB);

The domicile of Bendigo and Adelaide Bank Limited is Australia.

 • has been prepared in accordance with the requirements 

The registered office of the company is:

The Bendigo Centre,  
22 – 44 Bath Lane Bendigo,  
Victoria, Australia.

of the Corporations Act 2001;

 • has been prepared in accordance with the requirements for 
an authorised deposit‑taking institution under the Banking 
Act 1959 (as amended);

 • has been presented in Australian dollars, which is the 

functional presentation currency of the Bank and each 
of its subsidiaries, with all values rounded to the nearest 
hundred thousand dollar ($’00,000) in accordance with 
ASIC Corporations (rounding in Financial/Directors’ Reports) 
instrument 2016‑191, unless otherwise stated;

 • includes foreign currency transactions that are translated into 
the functional currency using exchange rates at the date of 
the transaction; and

 • where necessary, presents reclassified comparatives for 

consistency with current year disclosures.

Basis of measurement

The consolidated financial statements have been prepared 
on a historical cost basis except for the following material 
items that are measured at fair value in the Balance Sheet:

 • Financial assets and liabilities at fair value through 

profit or loss (FVTPL)

 • Derivative financial instruments

 • Debt and equity instruments measured at fair value 

through other comprehensive income (FVOCI)

 • Investment Property

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionSignificant accounting judgements, 
estimates and assumptions

In preparing these consolidated financial statements, 
management has made judgements, estimates and 
assumptions that affect the application of the Group’s 
accounting policies and the reported amounts of assets, 
liabilities, revenues, expenses and the accompanying 
disclosures, as well as the disclosure of contingent liabilities. 
Uncertainty about these assumptions and estimates could 
result in outcomes that require a material adjustment to 
the carrying amount of assets or liabilities in future periods. 
Estimates and underlying assumptions are reviewed on 
an ongoing basis. 

Further information on these judgements, estimates and 
assumptions that are considered material to the financial 
statements have been included within the following notes:

 • Note 11  Impairment of loans and advances 

 • Note 24  Investment property 

 • Note 25  Goodwill and other intangible assets

Events subsequent to reporting date

No other matters or circumstances have arisen since the 
end of the financial year to the date of this report which 
significantly affected or may significantly affect the operations 
of the Group, the results of those operations, or the state of 
affairs of the Group in subsequent financial periods.

Annual Report 2023  87

Changes in accounting policies

New and amended standards and interpretations

The accounting policies applied by the Group in this consolidated 
financial report are the same as those applied by the Group in 
its consolidated financial report as at and for the year ended 
30 June 2022.

The Group is yet to finalise its detailed assessment of the impact 
of AASB 17 Insurance Contracts however, based on the Group’s 
preliminary assessment, the Standard is not expected to have 
a material impact on the transactions and balances recognised 
in the financial statements when it is first adopted for the year 
ending 30 June 2024.

Recently issued or amended standards not yet effective

The following recently issued or amendments to existing 
standards are not expected to result in significant changes to 
the Group’s accounting policies:

 • AASB 17 Insurance Contracts (issued on 18 May 2017) 

including Amendments to AASB 17 (issued on 25 June 2020);

 • Disclosure of Accounting Policy (Amendments to AASB 101 

and IFRS Practice Statement 2);

 • Definition of Accounting Estimate (Amendments to AASB 108);

 • Deferred Tax Related to Assets and Liabilities Arising from a 

Single Transaction / Amendments to AASB 112 Income Taxes;

 • Initial Application of AASB 17 and AASB 9 – 

Comparative Information (Amendments to AASB 17)  
(issued on 9 December 2021);

 • International Tax Reform—Pillar Two Model Rules  

(Amendments to AASB 112);

 • Classification of liabilities as current or non‑current 

(Amendments to AASB 101);

 • Lease Liability in a Sale and Leaseback  

(Amendments to AASB 16);

 • Non‑current Liabilities with Covenants  

(Amendments to AASB 101); and

 • Supplier Finance Arrangements  

(Amendments to IAS 7 and AASB 107).

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information88

Results for the year

This section outlines the performance of the Group in more detail. Further analysis has been provided for the following key 
areas: revenue and expenses, income tax, segment results, earnings per share and dividends.

3  Income

Interest income

Effective interest income

Cash and cash equivalents

Assets held at FVTPL

Assets held at FVOCI

Assets held at amortised cost

Reverse repurchase agreements

Loans and other receivables

Total interest income

Interest expense

Deposits

Customer

Wholesale

Wholesale borrowings

Wholesale borrowings – domestic

Notes payable

Repurchase agreements

Lease liability

Loan capital

Total interest expense

Total net interest income 1 

Other revenue

Fee income

Assets

Liabilities and other products

Trustee, management and other services

Total fee income

Commissions and management fees

Total revenue from contracts with customers

Other income

Foreign exchange income

Homesafe revaluation gain

Dividend income

Other

Total other income

Total other revenue 1

Total income

Group

Bank

Note

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

170.7

0.4

237.0

15.1

17.9

2,965.7

3,406.8

1.7

0.9

16.0

1.9

0.7

1,724.1

1,745.3

152.7

0.4

724.3

54.5

17.9

2,367.0

3,316.8

(1,092.2)

(340.1)

(163.0)

(37.2)

(1,092.3)

(340.1)

(121.7)

(132.2)

(7.3)

(4.0)

(68.5)

(33.6)

(47.4)

(7.5)

(4.9)

(38.9)

(121.7)

—

(7.3)

(4.0)

(68.5)

(1,766.0)

(332.5)

(1,633.9)

1.3

0.9

199.9

1.9

0.7

1,522.5

1,727.2

(162.9)

(37.2)

(33.6)

—

(7.5)

(4.9)

(38.9)

(285.0)

1,640.8

1,412.8

1,682.9

1,442.2

69.5

54.7

5.5

129.7

64.0

193.7

27.9

44.3

1.2

12.4

85.8

75.4

50.6

4.8

130.8

57.8

188.6

24.3

38.5

4.9

26.5

94.2

279.5

282.8

58.7

54.5

2.0

115.2

16.3

131.5

27.9

—

8.7

9.7

46.3

177.8

63.8

50.4

1.6

115.8

18.2

134.0

24.3

—

89.5

24.3

138.1

272.1

1,920.3

1,695.6

1,860.7

1,714.3

24

1.  During the financial year a detailed review of the application of AASB 9 Financial Instruments and AASB 15 Revenue from Contracts with Customers was undertaken. 

A number of reclassifications have been made, with these changes being applied retrospectively resulting in changes to comparative information. The restatements impact 
Net Interest Income, Other Income and Operating Expenses. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  89

3  Income continued
Recognition and measurement 

Interest income or expense on financial instruments that 
are recognised at amortised cost or fair value through other 
comprehensive income are measured using the effective 
interest rate method. The effective interest rate is the rate 
that exactly discounts estimated future cash receipts or 
payments through the expected life of the financial instrument 
or, when appropriate, a shorter period, to the gross carrying 
amount of the financial instrument. Calculation of the effective 
interest rate takes into account fees receivable (i.e. origination 
and application fees) or payable that are an integral part of 
the instrument’s yield, premiums or discounts on acquisition 
or issue, early redemption fees and transaction costs. 
All contractual terms of a financial instrument are considered 
when estimating future cash flows. Where the Group acts as 
a lessee, and a lease liability has been recognised, the interest 
expense associated with the lease liability is recognised as 
an interest expense.

Commissions and management fees are earned by the Group 
from a diverse range of financial services provided to customers. 
Fees, commissions and management fees are recognised at 
an amount that reflects the consideration to which the Group 
expects to be entitled in exchange for providing the services. 
The performance obligations, as well as the timing of their 
satisfaction, are identified, and determined, at the inception of the 
contract. When the Group provides a service to its customers, 
consideration is invoiced and generally due immediately upon 
satisfaction of a service provided at a point in time or over the 
contract period for a service provided over time.

Dividend income is recognised by the Group when the right 
to receive a payment is established.  

Homesafe revaluation gain reflects the gains arising from 
changes in the fair value of investment property and are 
recognised in the year in which they arise.

Refer to Note 24 for further information.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information90

Results for the year

4  Operating expenses

Staff and related costs

Salaries, wages and incentives

Superannuation contributions

Other staff related costs

Total staff and related costs

Occupancy costs

Operating lease rentals

Depreciation of leasehold improvements

Other

Total occupancy costs

Amortisation and depreciation

Amortisation of acquired intangibles

Amortisation of software intangibles

Depreciation of property, plant and equipment

Total amortisation and depreciation costs

Fees and commission expense 1

Other operating expenses

Communications, postage and stationery

Computer systems and software costs

Advertising and promotion

Other product and services delivery costs

Consultancy fees

Non‑credit losses

Insurance costs

Impairment charges

Other expenses

Total other operating expenses 1

Total operating expenses

Group

Bank

Note

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

25

25

567.7

53.5

35.5

656.7

5.8

8.9

21.2

35.9

6.3

32.5

55.1

93.9

23.6

34.2

101.6

28.3

14.7

47.3

30.5

10.3

52.2

32.7

519.0

48.2

36.9

604.1

6.3

8.3

21.1

35.7

6.0

33.4

51.5

90.9

22.5

33.8

85.7

22.9

14.1

32.3

13.2

12.4

—

53.8

553.6

52.0

34.6

640.2

5.8

8.9

21.2

35.9

5.6

32.5

55.1

93.2

7.9

34.1

100.5

28.0

14.7

47.0

30.5

10.3

63.2

29.4

505.7

46.8

36.0

588.5

6.3

8.3

21.1

35.7

5.3

33.3

51.5

90.1

10.0

33.7

84.6

22.7

14.1

31.4

13.2

12.4

—

52.4

351.8

268.2

357.7

1,161.9

1,021.4

1,134.9

264.5

988.8

1.  During the financial year a detailed review of the application of AASB 9 Financial Instruments and AASB 15 Revenue from Contracts with Customers was undertaken. 

A number of reclassifications have been made, with these changes being applied retrospectively resulting in changes to comparative information. The restatements impact 
Net Interest Income, Other Income and Operating Expenses.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  91

Goods and services tax (GST)

Revenues, expenses and assets are recognised net of the 
amount of GST except:

 • where the GST incurred on a purchase of goods and services 
is not recoverable from the taxation authority, in which case 
the GST is recognised as part of the cost of acquisition of 
the asset or as part of the expense item as applicable; and

 • receivables and payables are stated with the amount of 

GST included.

The net amount of GST recoverable from or payable to the 
taxation authority is included as part of receivables or payables 
in the Balance Sheet. Cash flows are included in the Cash 
Flow Statement on a gross basis. The GST component of 
cash flows arising from investing and financing activities, which 
are recoverable from or payable to the taxation authority, 
are classified as operating cash flows.

4  Operating expenses continued

Recognition and measurement 

Operating expenses are recognised as the relevant service 
is rendered, or once a liability is incurred. 

Staff and related costs are recognised over the period in 
which the employees provide service. 

Refer to Note 28 for more information relating to provisions 
for employee entitlements. 

Incentive payments are recognised to the extent that the 
Group has a present obligation. Refer to Note 34 for further 
information on share‑based payments. 

Superannuation contributions are made to an employee 
accumulation fund and are expensed when they 
become payable. 

Occupancy costs include operating lease expenses relating 
to low‑value assets and short‑term leases, being leases 
with a term of 12 months or less. 

Amortisation 

Refer to Note 25 for information on the amortisation 
of intangibles. 

Depreciation of Property, Plant and Equipment includes 
depreciation expenses associated with operating 
leases, which are recognised as Right‑of‑Use Assets 
(ROUA). Refer to Note 37 for further information on the 
depreciation of leased assets. 

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information92

Results for the year

5  Income tax expense

Major components of income tax expense are:

Income Statement

Current income tax

Current income tax charge

Franking credits

Adjustments in respect of current income tax of previous years

Deferred income tax

Adjustments in respect of deferred income tax of previous years

Relating to origination and reversal of temporary differences

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

(239.4)

(209.2)

(224.1)

(197.7)

1.3

6.6

(4.8)

8.5

2.8

5.7

(4.6)

(8.0)

1.3

6.6

(4.8)

12.5

2.8

7.0

(5.7)

(10.0)

Income tax expense reported in the Income Statement

(227.8)

(213.3)

(208.5)

(203.6)

Statement of changes in equity

$m

$m

$m

$m

Deferred income tax related to items charged or credited directly in equity

Net loss/(gain) on cash flow hedges

Net loss/(gain) on financial assets at FVOCI

Income tax charged or credited in equity

14.1

5.1

19.2

(5.3)

24.1

18.8

14.1

(2.9)

11.2

(5.3)

124.5

119.2

A reconciliation between income tax expense and the product of accounting profit before income tax multiplied by the Group’s 
applicable income tax rate is as follows:

Accounting profit before income tax

Income tax expense comprises amounts set aside as:

Provision attributable to current year at statutory rate, being:

$m

724.8

$m

701.4

$m

656.9

$m

753.9

Prima facie tax on accounting profit before tax

(217.5)

(210.4)

(197.1)

(226.2)

Under provision in prior years

Tax credits and adjustments

Expenditure not allowable for income tax purposes

Other non‑assessable income

Tax effect of tax credits and adjustments

Dividends received

Other

1.8

1.3

(12.4)

—

(0.3)

—

(0.7)

1.1

2.8

(7.5)

1.9

(0.8)

—

(0.4)

1.8

1.3

(15.7)

—

(0.3)

2.2

(0.7)

1.3

2.8

(7.5)

1.8

(0.8)

25.3

(0.3)

Income tax expense reported in the Income Statement

(227.8)

(213.3)

(208.5)

(203.6)

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction5  Income tax expense continued

Deferred income tax

Deferred income tax at 30 June relates to the following:

Gross deferred tax assets

Derivatives

Employee benefits

Provisions

Lease liability 

Financial assets at FVOCI

Other

Gross deferred tax assets

Set-off of deferred tax assets and deferred tax liabilities

Net deferred tax assets

Gross deferred tax liabilities

Deferred expenses

Derivatives

Intangible assets

Investment property

Property, plant and equipment

Other

Gross deferred tax liability 

Annual Report 2023  93

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

50.4

33.1

89.9

34.7

24.5

23.7

44.4

31.6

89.4

44.7

19.5

34.9

256.3

264.5

(185.1)

(215.9)

71.2

48.6

50.4

24.2

99.4

34.7

33.2

22.7

264.6

(61.2)

203.4

44.4

31.6

89.1

44.7

36.1

33.9

279.8

(95.2)

184.6

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

3.0

22.2

13.4

123.9

15.5

7.1

185.1

—

53.6

15.0

120.6

19.1

7.6

215.9

3.0

22.2

13.4

—

15.5

7.1

61.2

(61.2)

—

$m

40.8

40.8

—

53.6

14.9

—

19.1

7.6

95.2

(95.2)

—

$m

50.6

50.6

Set-off of deferred tax assets and deferred tax liabilities 

(185.1)

(215.9)

Net deferred tax liabilities 

Income tax payable

Tax payable attributable to members of the tax consolidated group

—

—

$m

40.8

40.8

$m

50.6

50.6

As at 30 June 2023, there is no unrecognised deferred income tax liability (June 2022: Nil) for taxes that would be payable on the 
unremitted earnings of certain subsidiaries or joint ventures of the Group, as the Group has no liability for additional taxation should 
such amounts be remitted.

As at 30 June 2023, the Group had unused capital losses of $9.3 million (June 2022: $9.3 million) that will be carried forward. Capital 
losses can only be used to offset capital gains, and as such the associated deferred tax asset of $2.8m relating to the capital losses 
has not been recognised on the basis that it is not probable of recovery. 

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder informationTax consolidation

Bendigo and Adelaide Bank Limited and its 100% owned 
subsidiaries form the tax consolidated Group. Members of the 
Group entered into a tax sharing agreement to allocate income 
tax liabilities to the wholly‑owned subsidiaries should the head 
entity default on its tax payment obligations. At the balance 
date, the possibility of default is remote. The head entity of the 
tax consolidated Group is Bendigo and Adelaide Bank Limited.

Members of the tax consolidated Group have entered into a tax 
funding agreement. The tax funding agreement provides for the 
allocation of current taxes to members of the tax consolidated 
Group on a group allocation method based on a notional 
stand alone calculation, while deferred taxes are calculated by 
members of the tax consolidated Group in accordance with 
AASB 112 Income Taxes.

94

Results for the year

5  Income tax expense continued

Recognition and measurement

Current taxes

The income tax for the period is the tax payable on the current 
period’s taxable income based on the national income tax rate, 
adjusted for changes in deferred tax assets and liabilities and 
unused tax losses.

Deferred taxes

The Group has adopted the Balance Sheet liability method 
of tax effect accounting, which focuses on the tax effects of 
transactions and other events that affect amounts recognised in 
either the Balance Sheet or a tax‑based Balance Sheet.

Deferred tax assets and liabilities are recognised for temporary 
differences, except where the deferred tax asset/liability arises 
from the initial recognition of an asset or liability in a transaction 
that is not a business combination and, at the time of the 
transaction, affects neither the accounting profit nor taxable 
profit or loss.

For amounts directly recognised in equity, the associated current 
and deferred tax balances are also recognised directly in equity.

Deferred income tax assets are recognised for all deductible 
temporary differences, carry‑forward of unused tax credits and 
unused tax losses, to the extent that it is probable that taxable 
profit will be available against which the deductible temporary 
differences, and the carry‑forward of unused tax credits and 
unused tax losses can be utilised.

The carrying amount of deferred income tax assets is reviewed 
at each balance sheet date and reduced to the extent that it is 
no longer probable that sufficient taxable profit will be available 
to allow all or part of the deferred income tax asset to be utilised. 
Unrecognised deferred tax balances are reviewed annually to 
determine whether they should be recognised.

Deferred income tax assets and liabilities are measured at the 
tax rates that are expected to apply to the year when the asset 
is realised or the liability is settled, based on tax rates (and tax 
laws) that have been enacted or substantively enacted at the 
Balance Sheet date.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  95

6  Segment reporting

An operating segment is a component of the Group that 
engages in business activities from which it earns revenues and 
incurs expenses. Segment reporting reflects the information that 
is used by the Managing Director for the purposes of resource 
allocation and performance assessment, hence it is consistent 
with the internal reporting provided to the Managing Director 
and the Executive Team.  

Accounting policies and inter-segment transactions

Measurement of segmental assets, liabilities, income and 
expenses is in accordance with the Group’s accounting policies. 
Segment results are determined by including all revenue and 
expenses associated with each business. Transactions between 
business segments are conducted at arm’s length, and are 
eliminated on consolidation.

Changes to the management structure of the Group can cause 
the Group’s operating segments to change. Where this occurs, 
prior period segment results are restated.

Segment net interest income is recognised based on an internally 
set funds transfer pricing policy, based on pre‑determined market 
rates of return on the assets and liabilities of the segment.

The Group’s reportable segments are as follows:

Major customers

Revenues from no individual customer amount to greater than 
10% of the Group’s revenue.

Geographic Information

The allocation of revenue and assets is based on the 
geographic location of the customer. The Group operates 
in all Australian states and territories, providing banking and 
other financial services.

Consumer

The Consumer division focuses on engaging with and servicing 
our consumer customers and includes the branch network 
(including Community Banks), Up digital bank, mobile relationship 
managers, third party banking channels, wealth services, 
Homesafe, and customer support functions.

Business and Agribusiness

The Business and Agribusiness division is focused on servicing 
business customers, particularly small and medium businesses 
who are seeking a relationship banking experience and includes 
Portfolio Funding, in addition to all banking services provided to 
agribusiness, rural and regional Australian communities through 
the Rural Bank brand.

Corporate

Corporate includes the results of the Group’s support 
functions including treasury, technology, property services, 
strategy, finance, risk, compliance, legal, human resources, 
and investor relations.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information96

Results for the year

6  Segment reporting continued

Net interest income

Other income

Total segment income 

Operating expenses

Credit (expenses)/reversals

Total segment expenses 

30 June 2023

Consumer
$m

Business and
Agribusiness
$m

1,299.4

211.5

1,510.9

(445.7)

(18.3)

(464.0)

520.4

56.4

576.8

(124.1)

(25.0)

(149.1)

Corporate
$m

(157.3)

2.4

Total
$m

1,662.5

270.3

(154.9)

1,932.8

(491.4)

(1,061.2)

9.7

(33.6)

(481.7)

(1,094.8)

Net profit/(loss) before tax (cash basis)

1,046.9

427.7

(636.6)

838.0

Income tax (expense)/benefit

Net profit/(loss) after tax (cash basis)

Non‑cash net interest income items

Non‑cash other income items

Non‑cash operating expense items 1

(328.7)

(134.3)

718.2

293.4

(15.2)

8.0

(8.1)

—

0.5

(7.1)

201.9

(434.7)

—

(2.0)

(56.0)

(261.1)

576.9

(15.2)

6.5

(71.2)

Net profit/(loss) after tax (statutory basis)

702.9

286.8

(492.7)

497.0

Reportable segment assets

Reportable segment liabilities

Net interest income

Other income

Total segment income 

Operating expenses

Credit reversals

Total segment expenses 

$m

$m

$m

$m

60,182.9

55,798.2

19,221.9

17,909.5

19,074.9

17,921.3

98,479.7

91,629.0

30 June 2022

Consumer
$m

Business and
Agribusiness
$m

Corporate
$m

909.5

210.5

1,120.0

(416.4)

4.5

(411.9)

482.9

60.7

543.6

(137.2)

14.5

(122.7)

Total
$m

1,413.4

282.3

1,695.7

21.0

11.1

32.1

(448.5)

(1,002.1)

8.2

27.2

(440.3)

(974.9)

(408.2)

124.3

(283.9)

—

—

(3.1)

720.8

(220.4)

500.4

(0.5)

2.1

(13.9)

Net profit/(loss) before tax (cash basis)

708.1

420.9

Income tax (expense)/benefit

Net profit/(loss) after tax (cash basis)

Non‑cash net interest income items

Non‑cash other income items

Non‑cash operating expense items

(216.0)

492.1

(0.5)

0.4

(8.4)

(128.7)

292.2

—

1.7

(2.4)

Net profit/(loss) after tax (statutory basis)

483.6

291.5

(287.0)

488.1

Reportable segment assets

Reportable segment liabilities

$m

$m

$m

$m

58,724.3

52,957.3

19,743.8

18,075.8

16,771.5

17,494.6

95,239.6

88,527.7

1.  In FY23, an impairment expense of $47.6m was recognised against the Group’s software intangible balances. This includes a $39.3m impairment against assets to be 

replaced, and an $8.3m impairment of software under development. A majority of the impairment loss is recorded in the Corporate segment for the purposes of AASB 8 
Operating Segments, with a small component of the impairment recorded in the Consumer segment. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction7  Earnings per ordinary share 

Earnings per ordinary share

Basic

Diluted

Annual Report 2023  97

Group

June 2023
cents

June 2022
cents

87.9

79.2

87.5

77.6

The earnings and weighted average number of ordinary shares used in the calculation of basic earnings per share (EPS) are as follows:

Reconciliation of earnings used in calculation of earnings per ordinary share

Net profit after tax

Total statutory earnings

Earnings used in calculating statutory earnings per ordinary share

Add back: dividends accrued and/or paid on dilutive loan capital instruments

Total diluted earnings

Reconciliation of weighted average number of ordinary shares (WANOS)  
used in earnings per share calculations

WANOS used in the calculation of basic earnings per share 

$m

497.0

497.0

497.0

27.0

524.0

$m

488.1

488.1

488.1

15.9

504.0

No. of shares

No. of shares

 565,153,125 

 557,537,515 

Effect of dilutive instruments – executive share plans and convertible loan capital instruments

 96,813,366 

 92,064,267 

WANOS used in the calculation of diluted earnings per share

661,966,491

649,601,782

Recognition and measurement

Basic EPS is calculated as net profit after tax attributable to ordinary shareholders, divided by the weighted average number of 
ordinary shares outstanding during the year excluding treasury shares held. 

Diluted EPS is calculated as net profit after tax attributable to ordinary shareholders, adjusted for the effect of dividends on dilutive 
loan capital instruments, divided by the weighted average number of ordinary shares outstanding during the year adjusted for the 
effects of potentially dilutive ordinary shares, including loan capital instruments and shares issuable as part of Group’s share‑based 
payment plans.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information98

Results for the year

8  Dividends

Ordinary shares (ASX:BEN)

Date
paid

Cents
per share
¢

Total
amount
$m

Group

Date
paid

Cents
per share
¢

Total
amount
$m

Date
paid

Cents
per share
¢

Total
amount
$m

Bank

Date
paid

Cents
per share
¢

Total
amount
$m

June 2022 final dividend

June 2021 final dividend

June 2022 final dividend

June 2021 final dividend

Sep 2022

26.5

147.4

Sep 2021

26.5

144.0

Sep 2022

26.5

147.4

Sep 2021

26.5

144.0

December 22 interim dividend

December 21 interim dividend

December 22 interim dividend

December 21 interim dividend

Mar 2023

29.0

55.5

162.1 Mar 2022

309.5

26.5

53.0

145.6 Mar 2023

289.6

29.0

55.5

162.1 Mar 2022

309.5

26.5

53.0

145.6

289.6

All dividends paid were fully franked at 30% either from existing franking credits or from franking credits arising from payment of 
income tax provided for in the financial statements for the year ended 30 June 2023.

Final dividend June 2023

Dividends proposed since the reporting date, but not recognised as a liability:

Group

Date payable

Sep 2023

¢

32.0

$m Date payable

181.1

Sep 2023

Preference shares and Capital notes

Group

¢

32.0

$m

181.1

Bank

Bank

June 2023

June 2022

June 2023

June 2022

Date
paid

Cents
per share
¢

Total
amount
$m

Date
paid

Cents
per share
¢

Total
amount
$m

Date
paid

Cents
per share
¢

Total
amount
$m

Date
paid

Cents
per share
¢

Total
amount
$m

Converting preference shares (CPS4) (recorded as debt instruments) (ASX: BENPG) 1

Sep 2022

93.76

3.0

Sep 2021

Dec 2022

112.26

3.6 Dec 2021

Mar 2023

120.32

3.9 Mar 2022

Jun 2023

128.94

4.1

Jun 2022

455.28

14.6

65.15

65.65

67.25

68.14

266.19

2.1

Sep 2022

93.76

3.0

Sep 2021

2.1 Dec 2022

112.26

3.6 Dec 2021

2.2 Mar 2023

120.32

3.9 Mar 2022

2.2

8.6

Jun 2023

128.94

4.1

Jun 2022

455.28

14.6

65.15

65.65

67.25

68.14

266.19

Capital notes (recorded as debt instruments) (ASX: BENPH) 2

Sep 2022

97.13

4.9

Sep 2021

Dec 2022

114.37

5.7 Dec 2021

Mar 2023

120.25

6.0 Mar 2022

Jun 2023

131.59

6.6

Jun 2022

67.48

66.51

66.66

69.77

3.4

Sep 2022

97.13

4.9

Sep 2021

3.3 Dec 2022

114.37

5.7 Dec 2021

3.4 Mar 2023

120.25

6.0 Mar 2022

3.5

Jun 2023

131.59

6.6

Jun 2022

67.48

66.51

66.66

69.77

2.1

2.1

2.2

2.2

8.6

3.4

3.3

3.4

3.5

463.34

23.2

270.42

13.6

463.34

23.2

270.42

13.6

1.  Converting preference shares (CPS 4, ASX:BENPG) were issued in December 2017.  

2.  Capital notes (ASX: BENPH) were issued in November 2020. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  99

8  Dividends continued

Dividend franking account

Group

June 2023
$m

June 2022
$m

Balance of franking account as at the end of the financial year

721.5

628.1

Franking credits that will arise from the payment of income tax 
provided for in the financial report

40.8

50.6

Impact of dividends proposed or declared before the financial report 
was authorised for issue but not recognised as a distribution of equity 
holders during the period

Closing balance

Ordinary share dividends paid

(78.5)

683.8

(63.4)

615.3

Dividends paid by cash or satisfied by the issue of shares under the Dividend Reinvestment Plan during the year were as follows:

Paid in cash 1

Satisfied by issue of shares 2

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

290.7

18.8

309.5

213.7

75.9

289.6

290.7

18.8

309.5

213.7

75.9

289.6

1.  Refers to cash paid to shareholders who did not elect to participate in the Dividend Reinvestment Plan.

2.  Represents the value of shares issued to participating shareholders under the Dividend Reinvestment Plan.

Dividend Reinvestment Plan

The Dividend Reinvestment Plan provides shareholders with the opportunity of converting their entitlement to a dividend into new 
shares. The issue price of the shares is equal to the volume weighted average share price of Bendigo and Adelaide Bank shares 
traded on the Australian Securities Exchange over the ten trading days commencing 8 September 2023. Shares issued under this Plan 
rank equally with all other ordinary shares. 

The last date for the receipt of an election notice for participation in the Dividend Reinvestment Plan for the 2023 final dividend is 
6 September 2023.

Bonus Share Scheme

The Bonus Share Scheme has been terminated effective as of 1 April 2023. The final offer under the Scheme occurred in 
December 2022.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information100

Financial Instruments

This section covers the financial instruments held by the Group including: loans and advances, derivatives, deposits 

and other borrowings. This section outlines how the fair value of financial instruments is determined and the 

associated methodology.

Initial recognition and measurement

Business model assessment

Financial assets and liabilities are initially recognised on the 
date on which the Group becomes a party to the contractual 
provisions of the instrument, or, in the case of loans and 
advances, when funds are transferred to the customers’ account.

At initial recognition, the Group measures a financial instrument 
at its fair value plus or minus transaction costs that are 
incremental and directly attributable to the acquisition or issue 
of the financial instrument, such as fees and commissions. 
Transaction costs of financial instruments carried at FVTPL 
are expensed in profit or loss.

Financial assets
Classification of financial assets

Subsequent to initial recognition, the measurement of the Group’s 
financial assets is dependent on the business model in which 
it is managed and the contractual cash flow characteristics. 
There are four measurement classifications, being:

 • amortised cost;

The Group determines its business model at the level that best 
reflects how it manages groups of financial assets to achieve 
its business objectives.

While judgement is used in determining the business model, 
consideration is given to relevant, objective evidence including: 

 • The business purpose of the portfolio;

 • The risks that affect the performance and the way those 

risks are managed;

 • The basis on which the performance of the portfolio is 

evaluated; and

 • The frequency and significance of sales activity.

If cash flows after initial recognition are realised in a way that is 
different from the Group’s original expectations, the Group does 
not change the classification of the remaining financial assets 
held in that business model, but incorporates such information 
when assessing newly originated or newly purchased financial 
assets going forward.

 • fair value through other comprehensive income (FVOCI) 

with recycling;

The SPPI test

 • fair value through other comprehensive income (FVOCI) 

without recycling; and 

 • fair value through profit or loss (FVTPL). 

The Group measures financial assets at amortised cost if the 
financial asset is held within a business model with the objective 
to hold financial assets in order to collect contractual cash 
flows, and the contractual terms of the financial asset give rise 
on specified dates to cash flows that are solely payments of 
principal and interest (SPPI) on the principal amount outstanding, 
unless the financial asset has been designated as FVTPL. 
The details of these conditions are outlined below.

Financial assets with contractual terms that meet the SPPI test 
and that are held within a business model where the objective 
is to both collect contractual cash flows and sell the financial 
assets are measured at FVOCI with subsequent reclassification 
to the Income Statement, unless the financial asset has been 
designated as FVTPL. Non‑traded equity instruments have been 
designated at FVOCI with no subsequent reclassification to the 
Income Statement. All other assets are measured at FVTPL.

The Group assesses financial assets to evaluate if their 
contractual cash flows are comprised of solely payments of 
principal and interest (the SPPI test). ‘Principal’ for the purpose 
of this test is defined as the fair value of the financial asset at 
initial recognition and may change over the life of the financial 
asset (for example, if there are repayments of principal or 
amortisation of the premium/discount). ‘Interest’ for the purpose 
of this test is defined as the consideration for the time value of 
money and credit risk, which are the most significant elements of 
interest within a lending arrangement. Principal amounts include 
repayments of lending and financing arrangements, and interest 
primarily relates to basic lending returns, including compensation 
for credit risk and the time value of money associated with the 
principal amount outstanding. In contrast, contractual terms 
that introduce a more than de minimis exposure to risks or 
volatility in the contractual cash flows that are unrelated to a 
basic lending arrangement do not give rise to contractual  cash 
flows that are solely payments of principal and interest on the 
amount outstanding.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  101

9  Cash and cash equivalents

Notes and coins

Cash at bank

Reverse repurchase agreements

Total cash and cash equivalents

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

131.0

6,429.0

1,824.2

8,384.2

133.4

2,836.4

571.2

3,541.0

130.9

5,998.8

1,824.2

7,953.9

133.4

2,377.7

571.2

3,082.3

Reconciliation of cash and cash equivalents

For the purposes of the Cash Flow Statement, cash and cash equivalents includes:

Cash and cash equivalents

Due from other financial institutions

Due to other financial institutions

Recognition and measurement

$m

$m

$m

$m

8,384.2

3,541.0

7,953.9

3,082.3

123.9

(190.3)

188.0

(178.8)

123.9

(190.3)

188.0

(178.8)

8,317.8

3,550.2

7,887.5

3,091.5

Cash and cash equivalents include notes and coins at branches, unrestricted balances held with other financial institutions, reverse 
repurchase agreements and highly liquid financial assets with original maturities of three months or less and are subject to an 
insignificant risk of changes in their fair value. These assets are generally used by the Group in managing its short‑term commitments.

Cash and cash equivalents are carried at amortised cost in the Balance Sheet.

Cash at bank earns interest at variable rates based on daily bank and short‑term deposit rates. Interest is recognised in the Income 
Statement using the effective interest method.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information102

Financial Instruments

10  Loans and other receivables

Overdrafts

Credit cards

Term loans

Margin lending

Lease receivables

Other

Group

Bank

Note

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

1,102.0

318.7

1,290.7

314.7

1,102.0

318.7

1,290.5

314.7

74,592.4

73,952.9

75,613.0

74,893.2

1,875.3

1,433.2

710.6

140.3

693.7

136.1

—

710.5

140.3

—

693.5

136.1

Gross loans and other receivables

78,739.3

77,821.3

77,884.5

77,328.0

Individually assessed provision

Collectively assessed provision

Unearned income

Total provisions and unearned income

Deferred costs paid

Net loans and other receivables

Maturity analysis 1

At call / overdrafts

Not longer than 3 months

Longer than 3 and not longer than 12 months

Longer than 1 and not longer than 5 years

Longer than 5 years

11

11

(47.8)

(238.5)

(90.4)

(376.7)

163.7

(58.1)

(225.7)

(71.3)

(355.1)

144.2

(80.2)

(237.4)

(90.4)

(408.0)

140.2

(57.8)

(224.8)

(71.2)

(353.8)

144.2

78,526.3

77,610.4

77,616.7

77,118.4

$m

$m

$m

$m

4,183.0

771.8

2,729.9

10,220.7

60,833.9

3,872.4

1,499.5

2,823.8

10,062.6

59,563.0

2,307.7

771.8

2,729.9

10,220.7

61,854.4

2,439.2

1,499.5

2,823.8

10,062.4

60,503.1

Gross loans and other receivables

78,739.3

77,821.3

77,884.5

77,328.0

1.  Balances exclude individually assessed and collectively assessed provisions, unearned revenue, and deferred costs and are categorised by the contracted maturity date of 

each loan facility. 

Recognition and measurement 

Loans and other receivables are debt instruments recognised 
initially at fair value, which represent the cash advanced to 
the borrower plus direct and incremental transaction costs on 
settlement date, when funding is advanced to the customer. 
Loans are subsequently measured in accordance with the 
Group’s Classification of financial assets policy. Most loans are 
carried at amortised cost, which represents the gross carrying 
amount less allowances for credit losses. Interest on loans is 
recognised using the effective interest method. The estimated 
future cash flows used in the calculation of the effective interest 
rate include those determined by the contractual term of the 
asset, and includes all fees, transaction costs and all other 
premiums or discounts. 

For loans carried at amortised cost, impairment losses are 
recognised in accordance with the three‑stage expected 
credit loss (ECL) impairment model outlined in Note 11.

On 7 July 2022, the Group entered into an agreement to acquire 
the ANZ Investment Lending portfolio. On 3 April 2023, the 
transaction completed resulting in the addition of $558.5 million 
of margin loans to Leveraged Equities Limited. In accordance 
with AASB 9 Financial Instruments, the loans have been 
recorded at fair value plus transaction costs. The margin loans 
will subsequently be amortised through net interest income 
in accordance with the effective interest rate method. The 
amortisation of the fair value adjustment and the transaction 
costs will be included in cash earnings adjustments.

Finance leases, where the Group acts as lessor, are included in 
loans and other receivables. Finance leases are those where 
substantially all the risks and rewards of ownership of the asset 
have been transferred to the lessee. Lease receivables are 
recognised at an amount equal to the net investment in the lease.

Unearned income on the Group’s personal lending and leasing 
portfolios is brought to account over the life of the contracts on 
an actuarial basis.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  103

11  Impairment of loans and advances

Credit expenses

Individually assessed provision

Collectively assessed provision

Bad debts written off

Bad debts recovered

Total credit expenses/(reversals)

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

21.8

12.8

1.5

(2.5)

33.6

(1.7)

(21.0)

(0.7)

(3.8)

(27.2)

54.2

12.6

4.6

(2.5)

68.9

(1.9)

(21.0)

(1.7)

(3.8)

(28.4)

Summary of impaired financial assets

$m

$m

$m

$m

Impaired loans

Loans – without individually assessed provisions

Loans – with individually assessed provisions

Restructured loans

Less: individually assessed provisions

Net impaired loans

25.1

85.7

3.1

(46.2)

67.7

19.7

110.6

2.8

(57.1)

76.0

25.1

1,106.8

3.1

(78.6)

1,056.4

19.7

110.6

2.8

(56.8)

76.3

Net impaired loans to gross loans

0.09%

0.10%

1.36%

0.10%

Portfolio facilities – past due 90 days, not well secured

Less: individually assessed provisions

Net portfolio facilities

Loans past due 90 days

Accruing loans past due 90 days, with adequate security balance

Net fair value of properties acquired through the enforcement of security

2.9

(1.6)

1.3

$m

331.1

10.5

2.0

(1.0)

1.0

$m

256.9

41.8

2.9

(1.6)

1.3

$m

331.1

10.5

2.0

(1.0)

1.0

$m

256.9

41.8

Recognition and measurement

A facility is classified as impaired regardless of whether it is 
90 days or more past due (arrears) when there is doubt as to 
whether the full amounts due (interest and principal) will be 
received in a timely manner. This is the case even if the full extent 
of the loss cannot be clearly determined.

Impairment losses are calculated by discounting the expected 
future cash flows of a loan, which includes expected future 
receipts of contractual interest, at the loan’s original effective 
interest rate, and comparing the resultant present value with 
the loan’s current carrying amount.

Impairment losses that are calculated on individual loans, or 
on groups of loans assessed collectively, are recorded in the 
Income Statement.

Restructured loans are facilities in which the original contractual 
terms have been modified for reasons related to the financial 
difficulties of the customer. 

Restructuring may consist of reduction of interest, principal or 
other payments legally due, or an extension in maturity.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information104

Financial Instruments

11  Impairment of loans and advances continued

Stage 1

Stage 2

Group

Stage 3

12 month 
ECL
$m

Lifetime
ECL
$m

Collectively
assessed
– Lifetime
ECL
$m

Individually
assessed 
– Lifetime
ECL
$m

Equity
reserve
for credit
losses
$m

Total
$m

Movements in provisions and reserves

Balance as at 1 July 2022

105.1

89.4

31.2

58.1

87.8

371.6

Transfers to/(from) during the year:

Stage 1

Stage 2

Stage 3

Transfer from collectively assessed to individually 
assessed provisions

New/increased provisions

Write‑back of provisions no longer required

Change in balances

Bad debts written off previously provided for

1.3

(24.6)

(13.5)

—

20.4

(7.1)

33.6

—

Total provision for doubtful debts as at 30 June 2023

115.2

(1.2)

25.6

(14.5)

(0.4)

5.6

(12.4)

(16.8)

—

75.3

(0.1)

(1.0)

28.0

(1.1)

1.4

(7.6)

(2.8)

—

48.0

—

—

—

1.5

19.8

—

—

(31.6)

47.8

—

—

—

—

—

—

7.4

—

—

—

—

—

47.2

(27.1)

21.4

(31.6)

95.2

381.5

Stage 1

Stage 2

Group

Stage 3

12 month
ECL
$m

Lifetime
ECL
$m

Collectively
assessed
– Lifetime
ECL
$m

Individually
assessed
– Lifetime
ECL
$m

Equity
reserve
for credit
losses
$m

Total
$m

Balance as at 1 July 2021

126.3

86.8

33.6

94.3

104.7

445.7

Transfers to/(from) during the year:

Stage 1

Stage 2

Stage 3

Transfer from collectively assessed to individually 
assessed provisions

New/increased provisions

Write‑back of provisions no longer required

Change in balances

Bad debts written off previously provided for

1.2

(18.6)

(8.7)

—

13.5

(2.8)

(5.8)

—

(1.2)

19.3

(5.4)

(0.4)

3.9

(9.9)

(3.7)

—

—

(0.7)

14.1

(1.4)

0.5

(8.3)

(6.6)

—

Total provision for doubtful debts as at 30 June 2022

105.1

89.4

31.2

—

—

—

1.8

(3.5)

—

—

(34.5)

58.1

—

—

—

—

—

—

(16.9)

—

87.8

—

—

—

—

14.4

(21.0)

(33.0)

(34.5)

371.6

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  105

11  Impairment of loans and advances continued

Movements in provisions and reserves

Stage 1

Stage 2

Bank

Stage 3

12 month 
ECL
$m

Lifetime
ECL
$m

Collectively
assessed
– Lifetime
ECL
$m

Individually
assessed 
– Lifetime
ECL
$m

Equity
reserve
for credit
losses
$m

Total
$m

Balance as at 1 July 2022

104.2

89.4

31.2

57.8

87.8

370.4

Transfers to/(from) during the year:

Stage 1

Stage 2

Stage 3

Transfer from collectively assessed to individually 
assessed provisions

New/increased provisions

Write‑back of provisions no longer required

Change in balances

Bad debts written off previously provided for

1.3

(24.6)

(13.5)

—

20.4

(7.1)

33.4

—

Total provision for doubtful debts as at 30 June 2023

114.1

(1.2)

25.6

(14.5)

(0.4)

5.6

(12.4)

(16.8)

—

75.3

(0.1)

(1.0)

28.0

(1.1)

1.4

(7.6)

(2.8)

—

48.0

—

—

—

1.5

52.5

—

—

(31.6)

80.2

—

—

—

—

—

—

7.4

—

—

—

—

—

79.9

(27.1)

21.2

(31.6)

95.2

412.8

Stage 1

Stage 2

Bank

Stage 3

12 month
ECL
$m

Lifetime
ECL
$m

Collectively
assessed
– Lifetime
ECL
$m

Individually
assessed
– Lifetime
ECL
$m

Equity
reserve
for credit
losses
$m

Total
$m

Balance as at 1 July 2021

125.5

86.7

33.6

94.3

104.7

444.8

Transfers to/(from) during the year:

Stage 1

Stage 2

Stage 3

Transfer from collectively assessed to individually 
assessed provisions

New/increased provisions

Write‑back of provisions no longer required

Change in balances

Bad debts written off previously provided for

1.2

(18.6)

(8.7)

—

13.5

(2.8)

(5.9)

—

(1.2)

19.3

(5.4)

(0.4)

3.9

(9.9)

(3.6)

—

—

(0.7)

14.1

(1.4)

0.5

(8.3)

(6.6)

—

Total provision for doubtful debts as at 30 June 2022

104.2

89.4

31.2

—

—

—

1.8

(3.7)

—

—

(34.6)

57.8

—

—

—

—

—

—

(16.9)

—

87.8

—

—

—

—

14.2

(21.0)

(33.0)

(34.6)

370.4

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information106

Financial Instruments

11  Impairment of loans and advances continued

Summary of provisions and reserves

Individually assessed provision

Opening balance

Bad debts written off previously provided for

Charged/(released) to Income Statement

Closing balance individually assessed provision

Collectively assessed provision

Opening balance

Charged/(released) to Income Statement

Closing balance collectively assessed provision

Equity reserve for credit losses (ERCL)

Opening balance

Increase/(decrease) in ERCL

Closing balance ERCL

Total provisions and reserves

Ratios

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

58.1

(31.6)

21.3

47.8

225.7

12.8

238.5

87.8

7.4

95.2

381.5

94.3

(34.5)

(1.7)

58.1

246.7

(21.0)

225.7

104.7

(16.9)

87.8

371.6

57.8

(31.6)

54.0

80.2

224.8

12.6

237.4

87.8

7.4

95.2

412.8

94.3

(34.6)

(1.9)

57.8

245.8

(21.0)

224.8

104.7

(16.9)

87.8

370.4

Individually assessed provision to gross loans

Total provisions and reserves to gross loans

Collectively assessed provision and ERCL to risk‑weighted assets

Provision coverage 1

0.06%

0.48%

0.88%

0.07%

0.48%

0.74%

334.94%

279.19%

1.  Provision coverage is calculated as total provisions and reserves for doubtful debts divided by total gross impaired assets.

Recognition and measurement

Scope

The Group applies a three‑stage approach to measure 
the allowance for expected credit losses for the following 
categories of financial assets that are not measured at FVTPL:

 • Amortised cost financial assets; 

 • Debt securities at FVOCI;

 • Off‑Balance Sheet loan commitments; and

 • Financial guarantee contracts.

Expected credit loss impairment model

The Group’s allowance for credit losses calculations are 
outputs of credit risk models with a number of underlying 
assumptions regarding the choice of variable inputs and 
their interdependencies. The expected credit loss impairment 
model reflects the present value of all cash shortfalls related 
to default events either (i) over the following twelve months 
or (ii) over the expected life of a financial asset depending on 
credit deterioration from inception.

The allowance for credit losses reflects an unbiased, probability‑
weighted outcome which considers multiple economic 
scenarios based on reasonable and supportable forecasts. 

This impairment model measures credit loss allowances using a 
three‑stage approach based on the extent of credit deterioration 
since origination:
 • Stage 1 – Where there has not been a significant increase in 
credit risk (SICR) since initial recognition of a financial asset, 
an amount equal to 12 months expected credit loss is recorded. 
The expected credit loss is computed using a probability of 
default occurring over the next 12 months. For those assets 
with a remaining maturity of less than 12 months, a probability 
of default corresponding to the remaining term to maturity 
is used.

 • Stage 2 – When a financial asset experiences a SICR 

subsequent to origination but is not considered to be in default, 
it is included in Stage 2. This requires the computation of 
expected credit loss based on the probability of default over 
the remaining estimated life of the financial asset.

 • Stage 3 – Financial assets that are considered to be in default 
are included in this stage. Similar to Stage 2, the allowance for 
credit losses captures the lifetime expected credit losses.

Interest income is recognised on gross carrying amounts for 
financial assets in Stage 1 and Stage 2, and gross carrying 
value net of provisions for financial assets in Stage 3.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  107

11  Impairment of loans and advances continued

Financial assets in Stage 1 and Stage 2 are assessed for 
impairment collectively, whilst those in Stage 3 are subjected 
to either a collective or individual impairment assessment. 
The Group uses the following collective provisioning models 
for the purpose of calculating expected credit loss: 

 • Retail lending: residential mortgages model, personal loans 

model, credit cards model, retail small and medium enterprise 
(SME) model; 

 • Non-retail lending: corporate model, commercial real estate 

model, and agribusiness model.

Measurement of expected credit loss

The probability of default (PD), exposure at default (EAD), and 
loss given default (LGD) inputs used to estimate expected credit 
losses are modelled based on macroeconomic variables that are 
most closely related with credit losses in the relevant portfolio. 

Details of these statistical parameters/inputs are as follows: 

 • PD – The probability of default is an estimate of the likelihood 

of default over a given time horizon. A default may only 
happen at a certain time over the remaining estimated life, 
if the facility has not been previously derecognised and is still 
in the portfolio.

 • EAD – The exposure at default is an estimate of the exposure 
at the point of default, taking into account expected changes 
in the exposure after the reporting date, including repayments 
of principal and interest, whether scheduled by contract or 
otherwise, expected drawdowns on committed facilities, and 
accrued interest from missed payments.

 • LGD – The loss given default is an estimate of the loss arising 

in the case where a default occurs. It is based on the difference 
between the contractual cash flows due and those that the 
lender would expect to receive, including from the realisation 
of any collateral. It is usually expressed as a percentage of 
the EAD.

Forward-looking information

The estimation of expected credit losses for each stage and 
the assessment of significant increases in credit risk consider 
information about past events and current conditions as well 
as reasonable and supportable forecasts of future events 
and economic conditions. The estimation and application of 
forward‑ looking information may require significant judgement, 
particularly during periods of economic uncertainty. In assessing 
the forward‑looking information, the Group has considered the 
potential impacts of the conflict in Europe, escalating inflation 
and increasing interest rates. The Group’s expectations of future 
events have been based on a range of plausible scenarios 
and are believed to be reasonable and supportable. Under the 
circumstances, however, it is recognised that uncertainty still 
exists and actual results may differ from these estimates.

Macroeconomic factors

In its models, the Group relies on a broad range of forward‑
looking economic information as inputs, such as: Gross Domestic 
Product (GDP) growth, unemployment rates, central‑bank 
interest rates, and house‑price growth. The inputs and models 
used for calculating expected credit losses may not always 
capture all characteristics and available data of the market at 
the date of the financial statements. To reflect this, qualitative 
adjustments or management overlays may be made using 
expert credit judgement.

The Group’s Economic Outlook Workgroup (EOW) is responsible 
for reviewing and formulating the macroeconomic forecasts. The 
base economic scenario is discussed and approved by the Asset 
and Liability Management Committee (ALMAC) while the upside 
and downside scenarios are approved by the Management 
Credit Committee (MCC). Any management overlays or 
adjustments required to account for identified risks that have not 
been considered in the modelling process are determined after 
consultation with respective business representatives. At each 
reporting period the modelled outcomes and any key areas of 
judgement are reported to the Group’s Board Audit Committee 
and the Board Financial Risk Committee.

Multiple forward-looking scenarios 

The Group determines its allowance for credit losses using five 
probability‑weighted forward‑looking scenarios. The Group 
considers both internal and external sources of information and 
data in order to determine projections and forecasts. 

The forecasts are based on consensus forecasts and expert 
judgment to formulate a ‘base case’ view of the most probable 
future direction of relevant economic variables as well as a 
representative range of other possible forecast scenarios. The 
process involves the development of four additional economic 
scenarios and consideration of the relative probabilities of each 
outcome. The ‘base case’ represents the most likely outcome and 
is aligned with information used by the Group for other purposes 
such as strategic planning and budgeting. Two downside and 
two upside scenarios are generated in addition to the base case. 
The Group has identified and documented key drivers of credit 
risk and credit losses for each portfolio of financial instruments 
and, using an analysis of historical data, has estimated 
relationships between macroeconomic variables, credit risk 
and credit losses. 

The Group’s base case economic forecast used for the 
collective provision assessment as at 30 June 2023 reflects a 
slowing of growth as the higher interest rates start to impact 
mortgage owners and the expectation that interest rates will 
further increase as a result of inflationary pressures. Annual GDP 
growth is forecasted to slow to 0% for the December 2023 and 
March 2024 quarters, with growth above 2% only returning by 
June 2026.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information108

Financial Instruments

11  Impairment of loans and advances continued

Interest rates are forecasted to peak at 4.6% and remain at that level to June 2024 while the unemployment rate is expected to 
gradually increase, peaking at 5.9% in June 2025 before declining to around 5.5%. 

A modest reduction in house prices is projected until March 2024 before positive growth returns. Commercial property prices are 
expected to remain under pressure. There is currently a low volume of transactions in this market which, along with other factors, 
reduces price transparency. 

The Group’s significant deterioration scenario is more severe than in previous assessments and is more aligned with a typical stress 
test scenario. In the significant deterioration scenario, GDP growth is assumed to be negative for 10 quarters while the unemployment 
rate peaks at 10% by December 2025. House prices are assumed to fall by 38% from December 2022 levels and commercial 
property prices by 39%. The mild deterioration scenario is at a similar severity level as previous assessments, with GDP growth being 
negative for 5 quarters, unemployment peaking at 8.3%, house prices falling by 21% from December 2022 levels and commercial 
property prices by 20%.

The table below illustrates the weightings applied to the scenarios for the purpose of calculating the collectively assessed provisions. 
These have been adjusted from June 2022 to reflect the more severe downside scenarios:

Weightings

Base scenario

Significant improvement

Mild improvement

Mild deterioration

Significant deterioration

30 June 2023

30 June 2022

55.0%

0.0%

5.0%

30.0%

10.0%

50.0%

0.0%

0.0%

27.5%

22.5%

The table below discloses the collectively assessed provision outcomes assuming a 100% weighting is applied to the relevant 
scenario, with all other assumptions constant. Overlays were determined separately for each scenario for the June 2023 assessment 
which materially increased the quantum of the downside scenarios and reduced the upside scenarios as compared with June 2022. 

Scenario Outcomes 1

100% Base scenario

100% Significant improvement

100% Mild improvement

100% Mild deterioration

100% Significant deterioration

1.  These outcomes exclude the equity reserve for credit losses (ERCL).

30 June 2023

30 June 2022

 $177.3 m 

 $206.6 m 

 $151.9 m 

 $189.8 m 

 $165.5 m 

 $196.0 m 

 $271.0 m 

 $229.2 m 

 $514.4 m 

 $266.2 m

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  109

11  Impairment of loans and advances continued

Assessment of significant increase in credit risk (SICR)

Presentation of allowance for credit losses in the Balance Sheet

The Group assesses whether there has been a SICR for 
exposures since initial recognition by comparing the current 
probability of default (PD) and the PD at the date of initial 
recognition. The assessment also considers borrower‑specific 
quantitative and qualitative information including arrears 
status and hardship arrangements.

Quantitative models may not always be able to capture all 
reasonable and supportable information that may indicate a 
SICR. Qualitative factors may be assessed to supplement the 
gap. Examples of situations include changes in adjudication 
criteria for a particular group of borrowers; changes in portfolio 
composition; and natural disasters impacting certain portfolios. 
With regards to delinquency and monitoring, there is a rebuttable 
presumption that the credit risk of the financial instrument has 
increased since initial recognition when contractual payments 
are more than 30 days overdue.

For retail portfolios, a 50 basis point increase in PDs combined 
with a doubling of the PD since origination will result in a loan 
transitioning to Stage 2. 

The Group uses an internal rating system for its non‑retail 
exposures. All non‑retail exposures have a rating assigned 
that reflects the probability of default of the borrower. SICR is 
evaluated based on the movement in the ratings of customers, 
i.e. a two notch downgrade in the internal rating since 
origination will trigger a transfer to Stage 2.

The thresholds used for PD migration are reviewed and 
assessed at least annually unless there is a significant change 
in credit risk management practices in which case the review 
is brought forward.

Expected life

When measuring expected credit loss, the Group considers the 
maximum contractual period over which the Group is exposed to 
credit risk. All contractual terms are considered when determining 
the expected life, including prepayment, and extension and 
rollover options. For certain revolving credit facilities, such as 
credit cards, the expected life is estimated based on the period 
over which the Group is exposed to credit risk and how the 
credit losses are mitigated by management actions.

 • Financial assets measured at amortised cost: as a deduction 

from the gross carrying amount of the financial assets;

 • Debt instruments measured at fair value through other 

comprehensive income: no allowance is recognised in the 
Balance Sheet because the carrying value of these assets 
is their fair value. However, the allowance determined is 
presented in the accumulated other comprehensive income;

 • Off‑Balance Sheet credit risks include undrawn lending 

commitments, letters of credit and letters of guarantee as 
a provision in other liabilities. 

Definition of default

The definition of default used in measuring ECL is aligned to 
the definition used for internal credit risk management and 
regulatory purposes.

The Group considers a financial instrument to be in default as 
a result of one or more loss events that occurred after the date 
of initial recognition of the instrument and the loss event has 
a negative impact on the estimated future cash flows of the 
instrument that can be reliably estimated. This includes events 
that indicate:  

 • significant financial difficulty of the borrower;

 • default or delinquency in interest or principal payments;

 • high probability of the borrower entering a phase of 

bankruptcy or a financial reorganisation;

 • measurable decrease in the estimated future cash flows from 

the loan or the underlying assets that back the loan. 

The Group considers that default has occurred when a financial 
asset is more than 90 days past due, unless reasonable and 
supportable information demonstrates that a more lagging 
default criterion is appropriate. Impairment is recognised when 
it is determined that all principal and interest amounts which 
are due are unlikely to actually be fully recovered.

Write-off policy

The Group writes off an impaired financial asset (and the related 
impairment allowance), either partially or in full, when there is 
no realistic prospect of recovery. Where financial assets are 
secured, write‑off is generally after receipt of any proceeds 
from the realisation of security. In circumstances where the net 
realisable value of any collateral has been determined and there 
is no reasonable expectation of further recovery, write‑off may 
be earlier. In subsequent periods, any recoveries of amounts 
previously written off are credited to the provision for credit 
losses in the Income Statement.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information110

Financial Instruments

11  Impairment of loans and advances continued

Modified financial assets

Purchased loans

If the terms of a financial asset are modified or an existing 
financial asset is replaced with a new one, an assessment 
is made to determine if the existing financial asset should 
be derecognised. Where a modification does not result in 
derecognition, the date of origination continues to be used to 
determine SICR. Where a modification results in derecognition, 
the new financial asset is recognised at its fair value on the 
modification date. The modification date is also the date of 
origination for this new asset.

The Group may modify the contractual terms of loans for 
either commercial or credit reasons. The terms of a loan in 
good standing may be modified for commercial reasons 
to provide competitive pricing to borrowers. Loans are also 
modified for credit reasons where the contractual terms are 
modified to grant a concession to a borrower that may be 
experiencing financial difficulty.

For all financial assets modifications of the contractual terms 
may result in derecognition of the original asset when the 
changes to the terms of the loans are considered substantial. 
These terms include interest rate, authorised amount, term, or 
type of underlying collateral. The original loan is derecognised 
and the new loan is recognised at its fair value. The difference 
between the carrying value of the derecognised asset 
and the fair value of the new asset is recognised in the 
Income Statement. 

For all loans, performing and credit‑impaired, where the 
modification of terms did not result in the derecognition of 
the loan, the gross carrying amount of the modified loan is 
recalculated based on the present value of the modified cash 
flows discounted at the original effective interest rate, and any 
gain or loss from the modification is recorded in the provision 
for credit losses line in the Income Statement.

All purchased loans are initially measured at fair value on the date 
of acquisition. As a result no allowance for credit losses would 
be recorded in the Balance Sheet on the date of acquisition. 
Purchased loans may fit into either of the two categories: 
Performing loans or Purchased Credit Impaired (PCI) loans.

Purchased performing loans follow the same accounting as 
originated performing loans and are reflected in Stage 1 on 
the date of the acquisition. They will be subject to a 12‑month 
allowance for credit losses which is recorded as a provision for 
credit losses in the Income Statement. The fair value adjustment 
set up for these loans on the date of acquisition is amortised 
into interest income over the life of these loans. 

PCI loans are reflected in Stage 3 and are always subject to 
lifetime allowance for credit losses. Any changes in the expected 
cash flows since the date of acquisition are recorded as a 
charge/recovery in the provision for credit losses in the Income 
Statement at the end of all reporting periods subsequent to 
the date of acquisition.

Equity reserve for credit losses

The equity reserve for credit losses was initially established 
to meet the requirements of APRA Prudential Standard, 
APS 220 Credit Quality, which required a reserve to be held 
to recognise estimated future credit losses which may arise 
over the life of the Group’s lending portfolio. This requirement 
was removed from 1 January 2022, however, the Group has 
prudently maintained this reserve pending further clarification.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  111

12  Financial assets at fair value through profit or loss

Government securities

Unlisted Managed Fund investments

Total financial assets at fair value through profit or loss

Maturity analysis

Longer than 5 years

Non‑maturing

Total financial assets at fair value through profit or loss

Recognition and measurement

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

9.2

9.3

18.5

$m

9.2

9.3

18.5

30.5

—

30.5

$m

30.5

—

30.5

9.2

—

9.2

$m

9.2

—

9.2

30.5

—

30.5

$m

30.5

—

30.5

Financial assets that do not meet the criteria for amortised cost 
or fair value through other comprehensive income are measured 
at fair value through profit or loss.

These financial instruments are recorded in the Balance Sheet at 
fair value with revaluation gains or losses being recognised in the 
Income Statement.

In addition, on initial recognition, the Group may irrevocably 
designate a financial asset that otherwise meets the 
requirements to be measured at amortised cost or at fair value 
through other comprehensive income as at fair value through 
profit or loss if doing so eliminates or significantly reduces an 
accounting mismatch that would otherwise arise.

Interest earned is accrued in interest income using the effective 
interest rate method, taking into account any discount or 
premium and qualifying transaction costs being an integral part 
of the instrument.

Fair value measurement is outlined in Note 20.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information112

Financial Instruments

13  Financial assets at amortised cost

Collateral and security deposits

Other deposits

Bonds

Loans receivable from controlled entities

Reverse repurchase agreements 1

Total financial assets at amortised cost

Maturity analysis

Not longer than 3 months 2

Longer than 3 and not longer than 12 months

Longer than 1 and not longer than 5 years

Longer than 5 years

Total financial assets at amortised cost

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

518.5

7.5

186.4

—

152.2

864.6

$m

198.7

—

—

665.9

864.6

470.3

7.2

184.0

—

200.2

861.7

$m

42.1

200.2

0.1

619.3

861.7

260.0

—

186.4

3,231.5

152.2

3,830.1

$m

2,225.6

—

453.1

1,151.4

3,830.1

219.6

0.1

184.0

—

200.2

603.9

$m

42.1

200.2

0.1

361.5

603.9

1.  Reverse repurchase agreements have an original maturity date of greater than 90 days.

2.  Represents the demand component of loans receivable from controlled entities.

Classification and measurement

A financial asset is measured at amortised cost only if both of 
the following conditions are met:

 • the asset is held within a business model whose objective is to 

hold assets in order to collect contractual cash flows; and

 • the contractual terms of the financial asset give rise on 

specified dates to cash flows that are solely payments of 
principal and interest on the principal amount outstanding.

The carrying amount of these assets is adjusted by any 
expected credit loss allowance recognised and measured as 
described in Note 11.

Interest income from these financial assets is included in interest 
income using the effective interest rate method.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  113

14  Financial assets at fair value through other comprehensive income 

Debt securities (with recycling)

Floating rate notes

Government securities

Mortgage backed securities

Other debt securities

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

975.3

5,902.7

3.3

0.5

974.6

8,589.9

8.7

0.5

975.3

5,902.7

974.6

8,589.9

10,544.7

13,699.7

0.5

0.5

Total debt securities (with recycling)

6,881.8

9,573.7

17,423.2

23,264.7

Managed Fund investments (without recycling)

Unlisted Managed Fund investments

Total managed fund investments (without recycling)

Equity investments (without recycling)

Listed share investments

Unlisted share investments

Total equity investments (without recycling)

—

—

0.1

35.6

35.7

8.7

8.7

0.1

35.6

35.7

—

—

0.1

35.6

35.7

—

—

0.1

35.6

35.7

Total financial assets at fair value through other comprehensive income

6,917.5

9,618.1

17,458.9

23,300.4

Maturity analysis

Not longer than 3 months

Longer than 3 and not longer than 12 months

Longer than 1 and not longer than 5 years

Longer than 5 years

Non‑maturing

Total financial assets at fair value through other comprehensive income

$m

$m

$m

$m

3,421.0

586.6

966.9

1,907.3

35.7

6,917.5

6,676.9

1,564.2

792.9

539.7

44.4

3,618.6

586.6

966.9

6,912.2

1,564.2

738.1

12,251.1

14,050.2

35.7

35.7

9,618.1

17,458.9

23,300.4

Recognition and measurement 

Equity instruments 

A financial asset will be measured at fair value through other 
comprehensive income if: 

 • the Group’s intent is to hold the asset in order to collect 

contractual cash flows and to sell the asset; and

 • the cash flows solely represent principal and interest.

Debt instruments 

These assets are initially recognised at fair value including directly 
attributable transaction costs. Subsequent measurement is at 
fair value with any revaluation gains or losses being included in 
other comprehensive income. Upon disposal, the cumulative gain 
or loss previously recognised in other comprehensive income is 
transferred to the Income Statement.

The Group has irrevocably elected to measure all equity 
investments that are not held for trading at fair value through 
other comprehensive income. Subsequent changes to the fair 
value are recognised in other comprehensive income and are not 
transferred to the Income Statement, including upon disposal. 
Dividend income is recognised in the Income Statement unless 
the dividend represents a recovery of part of the cost of the 
investment.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information114

Financial Instruments

14  Financial assets at fair value through other comprehensive income continued

Classification and measurement of financial liabilities

Financial liabilities are classified into one of the following 
measurement categories:

 • Fair value through profit or loss (FVTPL);

 • Amortised cost; or

 • Designated at FVTPL. 

Financial liabilities measured at FVTPL

Financial liabilities measured at FVTPL are held principally for 
the purpose of repurchasing in the near term, or form part of a 
portfolio of identified financial instruments that are managed 
together and for which there is evidence of a recent actual 
pattern of short‑term profit‑taking. Financial liabilities are 
recognised on a trade date basis and are accounted for at 
fair value, with changes in fair value and any gains or losses 
recognised in the Income Statement as part of the non‑interest 
income. Transaction costs are expensed as incurred. 

Financial liabilities measured at amortised cost 

Deposits, subordinated notes and capital notes are accounted 
for at amortised cost. Interest on deposits, calculated using the 
effective interest rate method, is recognised as interest expense. 
Interest on subordinated notes and capital notes, including 
capitalised transaction costs, is recognised using the effective 
interest rate method as interest expense. 

Financial liabilities designated at FVTPL

Financial liabilities classified in this category are those that 
have been designated by the Group upon initial recognition, 
and once designated, the designation is irrevocable. The FVTPL 
designation is available only for those financial liabilities for 
which a reliable estimate of fair value can be obtained.

Financial liabilities are designated at FVTPL when one of the 
following criteria is met: 

 • The designation eliminates or significantly reduces an 
accounting mismatch which would otherwise arise; or

 • A group of financial liabilities are managed and their 

performance is evaluated on a fair value basis, in accordance 
with a documented risk management strategy; or

 • The financial liability contains one or more embedded 
derivatives which significantly modify the cash flows 
otherwise required. 

Financial liabilities designated at FVTPL are recorded in the 
Balance Sheet at fair value. Any changes in fair value are 
recognised in non‑interest income in the Income Statement, 
except for changes in fair value arising from changes in 
the Group’s own credit risk which are recognised in other 
comprehensive income. Changes in fair value due to changes 
in the Group’s own credit risk are not subsequently reclassified 
to the Income Statement upon derecognition/extinguishment 
of the liabilities.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction15  Deposits

At call

Term

Certificates of Deposit

Total deposits

Concentration of deposits

Customer deposits 1

Wholesale deposits 2

Total deposits

Annual Report 2023  115

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

42,777.4

27,778.1

6,755.3

46,925.3

21,463.3

6,195.3

42,782.7

27,778.2

6,755.3

46,931.0

21,463.4

6,195.3

77,310.8

74,583.9

77,316.2

74,589.7

$m

$m

$m

$m

66,089.7

11,221.1

64,261.4

10,322.5

66,095.1

11,221.1

64,267.2

10,322.5

77,310.8

74,583.9

77,316.2

74,589.7

Deposits by geographic location

$m

$m

$m

$m

Victoria

New South Wales

Queensland

South Australia/Northern Territory

Western Australia

Australian Capital Territory

Tasmania

Overseas/other

Total deposits

40,109.5

12,707.5

38,954.8

12,228.8

40,145.5

12,697.4

38,996.7

12,215.7

9,051.3

6,392.0

5,443.1

1,405.5

1,595.6

606.3

8,315.7

6,427.2

4,998.7

1,406.6

1,607.8

644.3

9,044.3

6,390.3

5,434.5

1,405.2

1,595.4

603.6

8,304.7

6,424.7

4,990.8

1,406.5

1,607.5

643.1

77,310.8

74,583.9

77,316.2

74,589.7

1.  Customer deposits represent the sum of interest bearing, non‑interest bearing and term deposits from retail and corporate customers.

2.  Wholesale deposits represent the sum of interest bearing, non‑interest bearing and term deposits from Other Financial Institutions and certificates of deposit.

Recognition and measurement

All deposits are initially recognised at cost, being the fair value of the consideration received net of issue costs. Subsequent to initial 
recognition, interest‑bearing borrowings are measured at amortised cost using the effective interest method. Amortised cost includes 
any issue costs and any discount or premium on settlement.

For liabilities carried at amortised cost, gains and losses are recognised in the Income Statement when the liabilities are de‑recognised.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information116

Financial Instruments

16  Other Borrowings

Term Funding Facility

Covered Bonds

Medium‑term notes

Notes payable

Total other borrowings

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

4,007.2

1,201.3

3,737.2

2,892.5

4,730.4

—

3,128.6

3,839.9

4,007.2

1,201.3

3,737.2

—

4,730.4

—

3,128.6

—

11,838.2

11,698.9

8,945.7

7,859.0

Upon review of the Group’s application of AASB 9 Financial Instruments a reclassification has been made in relation to issue costs from 
Other Assets to Other Borrowings. Prior period comparatives have been restated.

Term Funding Facility

Medium-term notes

Wholesale funding includes the Term Funding Facility (TFF). 
On 19 March 2020, the Reserve Bank of Australia announced 
the establishment of the TFF, a three‑year facility. The TFF was 
established to provide ADIs with access to long‑term funding 
to reinforce the benefits to the economy of a lower RBA cash 
rate and to encourage ADIs to support businesses. The TFF 
is collateralised by residential mortgage‑backed securities 
issued by the Group. 

As at 30 June 2023 the Group’s TTF drawdowns totalled 
$4.0 billion (30 June 2022: $4.7 billion). The final tranche of the 
TFF facility will mature in June 2024.

Covered Bonds

The Group established its inaugural Covered Bond Programme 
(CBP) in October 2022. The covered bonds issued by the Bank 
constitute wholesale debt instruments that offer investors dual 
recourse to the issuing ADI, the Bank, and a bankruptcy‑remote 
Special Purpose Entity (SPE) associated with the CBP.

The Group’s medium‑term notes include fixed and floating rate 
notes issued under the $7.5 billion Debt Instrument Programme 
(2020) and the $7.5 billion Debt Instrument Program (2018).

Notes payable

The Group conducts an asset securitisation program 
through which it packages and sells asset‑backed securities 
to investors. Notes payable are predominately interest‑bearing 
financial instruments issued through these securitisation 
programs. The notes are initially recognised at fair value less 
directly attributable transaction costs, and subsequently 
measured at amortised cost using the effective interest 
method. The associated interest expense is recognised 
in the Income Statement.

Repurchase agreements

Securities sold under agreement to repurchase are retained in 
the Balance Sheet when the majority of the risks and rewards 
of ownership remain with the Group. The counterparty liability 
is included separately in the Balance Sheet when cash 
consideration is received.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  117

17  Loan capital

Tier 1 loan capital

Tier 2 loan capital

Total loan capital

Tier 1 loan capital instruments

CPS4 (ASX Code: BENPG)

December 2017: 3,216,145 fully paid $100 Converting preference shares

Closing balance CPS4

Capital notes (ASX Code: BENPH)

November 2020: 5,024,446 fully paid $100 Capital notes

Closing balance capital notes

Total Additional Tier 1 regulatory capital

Unamortised issue costs

Total Tier 1 loan capital

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

818.2

552.8

816.0

550.1

818.2

552.8

816.0

550.1

1,371.0

1,366.1

1,371.0

1,366.1

$m

$m

$m

$m

321.6

321.6

502.5

502.5

824.1

(5.9)

818.2

321.6

321.6

502.5

502.5

824.1

(8.1)

816.0

321.6

321.6

502.5

502.5

824.1

(5.9)

818.2

321.6

321.6

502.5

502.5

824.1

(8.1)

816.0

Nature of Tier 1 capital instruments

In accordance with Australian Prudential Regulation Authority’s 
Basel III capital adequacy framework, these instruments form 
part of the Group’s Additional Tier 1 capital.

Tier 1 loan capital instruments are long‑term in nature and are 
perpetual, hence they do not have a fixed maturity date. The 
instruments may be redeemed at the discretion of the Group 
for a price per security on the redemption date. Any securities 
not already converted will be converted into ordinary shares 
on the mandatory conversion date specified in the issue’s 
prospectus located at www.bendigoadelaide.com.au/investor‑
centre/prospectus/

If the Group is unable to pay a dividend/distribution because 
of insufficient profits, the dividend/distribution is non‑cumulative. 
The securities rank ahead of ordinary shares in the event of 
liquidation. Under certain circumstances, the ranking of the 
securities may be affected resulting in the securities converting 
to ordinary shares or the securities being written off.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information118

Financial Instruments

17  Loan capital continued

Recognition and measurement

Tier 1 loan capital instruments are classified as debt within the Balance Sheet and dividends/distributions are treated as interest 
expense in the Income Statement.

These instruments are initially recognised at fair value less costs associated with the issue of the instrument. They are subsequently 
measured at amortised cost using the effective interest rate method.

The preference shares carry a dividend which is determined semi‑annually or quarterly and payable half yearly or quarterly in arrears. 
The dividend rate is the floating Bank Bill Rate plus the initial fixed margin, adjusted for franking credits.

The capital notes carry a discretionary distribution which is determined and payable quarterly in arrears. The distribution rate is based 
on the floating Bank Bill Swap Rate.

Tier 2 loan capital instruments

Floating rate subordinated notes

Total Tier 2 capital instruments

Accrued interest

Unamortised issue costs

Total Tier 2 loan capital

Nature of Tier 2 capital instruments

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

550.0

550.0

4.0

(1.2)

550.0

550.0

1.9

(1.8)

550.0

550.0

4.0

(1.2)

550.0

550.0

1.9

(1.8)

552.8

550.1

552.8

550.1

In accordance with Australian Prudential Regulation Authority’s Basel III capital adequacy framework, these instruments form part of 
the Group’s Tier 2 capital. Tier 2 capital instruments rank ahead of Additional Tier 1 capital instruments.

Recognition and measurement

These instruments are classified as debt within the Balance Sheet and the interest expense is recorded in the Income Statement. 
Tier 2 loan capital instruments are initially recognised at fair value less charges associated with the issue of the instrument. They are 
subsequently measured at amortised cost using the effective interest rate method.

Amortised cost is calculated by taking into account any discount or premium on acquisition over the period to maturity. Gains and 
losses are recognised in the Income Statement when the liabilities are derecognised.

Transactions denominated in foreign currencies are translated into Australian dollars at the end of each month at the spot foreign 
exchange rate at that date. Foreign exchange differences arising on translation are recognised in the Income Statement.

Maturity analysis 1

Longer than 3 and not longer than 12 months

Longer than 1 and not longer than 5 years

Over 5 years

Total loan capital

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

4.0

818.2

548.8

1.9

816.0

548.2

4.0

818.2

548.8

1.9

816.0

548.2

1,371.0

1,366.1

1,371.0

1,366.1

1.  Based on the final maturity date or, in the case of Additional Tier 1 capital securities, the optional exchange date (if any).

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  119

17  Loan capital continued

Capital management

Capital management strategy

Bendigo and Adelaide Bank Limited’s key capital management objectives are to:

 • Maintain a sufficient level of capital above the regulatory minimum to provide a buffer against loss arising from unanticipated events, 

and allow the Group to continue as a going concern;

 • Optimise the level and use of capital resources to enhance shareholder value through maximising financial performance; and

 • Ensure that capital management is closely aligned with the Group’s business and strategic objectives.

Regulatory Capital 

As an Authorised Deposit‑taking Institution (ADI) in Australia, Bendigo and Adelaide Bank Limited is regulated by Australian Prudential 
Regulation Authority (APRA) under the Banking Act 1959.

The Group manages capital adequacy in accordance with the framework provided by APRA. APRA’s new Basel III capital framework 
came into effect from 1 January 2023, impacting the measurement of credit and operational risk‑weighted assets. The capital 
requirements have been summarised below.

Regulatory Capital consists of:

Common Equity Tier 1 Capital

 Tier 1 Capital

 Tier 2 Capital

 Total Capital

Shareholders’ equity 
less goodwill and other 
prescribed adjustments.

Common Equity Tier 1 
plus other highly ranked 
capital instruments 
acceptable to APRA.

Subordinated debt 
instruments acceptable 
to APRA.

Tier 1 Capital plus 
Tier 2 Capital.

Reporting Levels consist of:

 Level 1

 Level 2

Bendigo and Adelaide Bank Limited and certain controlled entities 
that meet the APRA definition of extended licensed entities.

Consolidated Group, excluding non‑controlled subsidiaries 
and subsidiaries involved in insurance, funds management,  
non‑financial operations and special purpose vehicles.

APRA determines minimum prudential capital ratios (eligible capital as a percentage of total risk‑weighted assets) that must be 
held by all authorised deposit‑taking institutions. Accordingly, Bendigo and Adelaide Bank Limited is required to maintain a minimum 
prudential capital ratio at both Level 1 and Level 2 as determined by APRA. As part of the Group’s capital management process, 
the Board considers the Group’s strategy, financial performance objectives, credit ratings and other factors relating to the efficient 
management of capital in setting target ratios of capital above the regulatory required levels. These processes are formalised within 
the Group’s Internal Capital Adequacy Assessment Process (ICAAP).

The Group determines its regulatory capital requirements in relation to credit risk, operational risk and market risk using the 
Standardised Approach set by APRA. The Group satisfied its minimum capital requirements at both Level 1 and 2 throughout the 
financial year.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information120

Financial Instruments

17  Loan capital continued

Capital Adequacy

The following table provides details of the Group’s capital adequacy ratios:

Risk-weighted capital adequacy ratios

Tier 1

Tier 2

Total capital ratio

Common Equity Tier 1

Regulatory capital

Common Equity Tier 1

Contributed capital

Retained profits and reserves

Accumulated other comprehensive income (and other reserves)

Less: Deductions

Total Common Equity Tier 1 capital

Additional Tier 1 capital

Total Tier 1 capital

Total Tier 2 capital

Total regulatory capital

Total risk-weighted assets

June 2023 1

June 2022

13.43%

2.20%

15.63%

11.25%

11.63%

1.97%

13.60%

9.68%

$m

$m

5,242.9

1,233.0

(52.3)

5,222.5

1,078.2

17.6

(2,158.3)

(2,235.4)

4,265.3

824.1

5,089.4

835.7

5,925.1

4,082.9

824.1

4,907.0

832.3

5,739.3

37,900.3

42,197.9

1.  APRA’s new Basel III capital framework came into effect from 1 January 2023 and resulted in an increase of 111 basis points to the Common Equity Tier 1 ratio. June 2022 

ratios are as previously reported.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction 
Annual Report 2023  121

18  Securitisation and transferred assets

In the normal course of business the Group enters into transactions by which it transfers financial assets to counterparties or directly 
to Special Purpose Entities (SPE’s). These transfers do not give rise to derecognition of those financial assets for the Group. 

At the Balance Sheet date, transferred financial assets that did not qualify for derecognition and their associated liabilities are as follows:

Group

Repurchase agreements

Covered Bonds

Securitisation

June 2023
$m

June 2022
$m 

June 2023
$m

June 2022
$m 

June 2023
$m

June 2022
$m 

Carrying amount of transferred assets 1

Carrying amount of associated liabilities 2

4,007.2

4,007.2

4,730.4

4,730.4

3,155.5

1,201.3

—

—

Fair value of transferred assets

Fair value of associated liabilities

Net position

2,857.4

2,892.5

2,842.6

2,863.3

3,780.9

3,839.9

3,744.3

3,797.0

(20.7)

(52.7)

Bank

Repurchase agreements

Covered Bonds

Securitisation

June 2023
$m

June 2022
$m 

June 2023
$m

June 2022
$m 

June 2023
$m

June 2022
$m 

Carrying amount of transferred assets 1,3

Carrying amount of associated liabilities 4

4,007.2

4,007.2

4,730.4

4,730.4

3,155.5

1,201.3

—

—

Fair value of transferred assets

Fair value of associated liabilities

Net position

12,668.0

16,686.7

13,264.3

17,350.5

12,584.3

16,468.6

13,207.1

17,252.9

(622.8)

(784.3)

1.  Represents the carrying value of the loans transferred to the trust. 

2.  Securitisation liabilities of the Group include RMBS notes issued by the SPEs and held by external parties.

3.  Securitisation assets include assets where the Bank holds all the issued instruments of the SPE.

4.  Securitisation liabilities of the Bank include borrowings from SPEs including the SPEs that issue internally held notes for repurchase with central banks, recognised on transfer 

of residential mortgages by the Bank.

Repurchase agreements

Securities sold under agreement to repurchase are retained 
on Balance Sheet when the majority of the risks and rewards 
of ownership remain with the Group. The counterparty liability 
is included separately in the Balance Sheet when cash 
consideration is received. 

Covered bonds

The Group established its inaugural Covered Bond Programme 
(CBP) in October 2022. The Bank has established a special 
purpose entity (SPE) to which a cover pool of specific residential 
mortgages has been assigned. In the event the Bank is unable 
to fulfil its obligations owing to the covered bond holders, the 
SPE’s assets are available for distribution thereby providing 
investors with a dual layer of protection. The Group is entitled 
to any residual income after all payments due to covered bonds 
investors have been met. The Group retains all of the risks and 
rewards associated with the residential mortgages. 

Securitisation programs

The Group uses SPEs to securitise customer loans and advances 
that it has originated in order to source funding, and/or for capital 
efficiency purposes. The loans are transferred by the Group 
to the SPEs, which in turn issue debt to investors. This transfer 

does not give rise to the de‑recognition of those financial assets 
for the Group. The Group holds income and capital units in the 
SPEs which entitles the Group to any residual income after all 
payments to investors and costs have been met. Trust investors 
have no recourse against the Group if cash flows from the 
securitised loans are inadequate to service the trust obligations. 
Liabilities associated with the SPEs are accounted for at 
amortised cost using the effective interest rate method. 

Consolidation 

SPEs are consolidated by the Group where the Group has the 
power to govern directly or indirectly decision making in relation to 
financial and operational policies and receives the majority of the 
residual income or is exposed to the majority of the residual risks 
associated with the SPEs. The Group enters into interest rate swaps 
and liquidity facilities with the SPEs which are all at arm’s length.

Securitised and sold loans

The Group securitised loans totalling $3,370.4 million (June 2022: 
$6,436.4 million) during the financial year. The Group invests in 
some of its own securitisation programs by holding A and B 
class notes equivalent to $13,800.9 million as at 30 June 2023 
(June 2022: $13,745.8 million).

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information122

Financial Instruments

19  Derivative financial instruments

The Group uses derivative financial instruments primarily to 
manage risk, including interest rate risk and foreign currency rate 
risk. Note 21 outlines the risk management framework that the 
Group applies.

Derivative instruments are contracts whose value is derived 
from interest rates, foreign exchange rates, commodities, equity 
prices or other financial variables. Most derivative instruments 
can be characterised as interest rate contracts, foreign exchange 
contracts, commodity contracts, equity contracts or credit 
contracts. Derivative instruments are either exchange‑traded 
contracts or negotiated over‑the‑counter contracts. Negotiated 
over‑the‑counter contracts include swaps, forwards and options.

The Group enters into these derivative contracts for trading 
purposes, as well as to manage its risk exposures (i.e. to manage 
the Group’s non‑trading interest rate, foreign currency and other 
exposures). Trading activities are undertaken to meet the needs 
of the Group’s customers, as well as for the Group’s own account 
to generate income from trading operations.

All derivatives are recorded at fair value in the Balance Sheet. 
The determination of the fair value of derivatives includes 
consideration of credit risk, estimated funding costs and ongoing 
direct costs over the life of the instruments. Inception gains or 
losses on derivatives are only recognised where the valuation is 
dependent only on observable market data, otherwise, they are 
deferred and amortised over the life of the related contract, or 
until the valuation inputs become observable. Derivative financial 
instruments, with the exception of future exchange contracts, are 
valued in accordance with Level 2 of the fair value hierarchy, as 
outlined in Note 20. Future contracts are valued in accordance 
with Level 1 of the fair value hierarchy.

The gains or losses resulting from changes in fair values of trading 
derivatives and non‑trading derivatives that do not qualify for 
hedge accounting are included in the Income Statement in Other 
revenue. Changes in the fair value of derivatives that qualify for 
hedge accounting are recorded in the Income Statement in Other 
revenue for fair value hedges and are recorded in the Statement of 
Comprehensive Income in gains on cash flow hedge instruments.

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19  Derivative financial instruments continued

Cash flow hedges consist of interest rate swaps that are used to protect against exposures to movements in future interest cash flows 
on assets and liabilities which bear interest at variable rates.

The following table describes the fair values and notional values of derivatives held for trading purposes and for risk management 
purposes by type of instrument:

Derivative category

Derivatives held for trading

Futures

Interest rate swaps

Foreign exchange contracts

Derivatives held as cash flow hedges

Interest rate swaps

June 2023

June 2022

Group

Notional
amount
$m

Fair value
assets
$m

Fair value
liabilities
$m

Net 
fair value
$m

Notional
amount
$m

Fair value
assets
$m

Fair value
liabilities
$m

Net 
fair value
$m

9.0

572.5

390.6

972.1

15,965.3

15,965.3

—

8.1

1.1

9.2

—

—

—

(7.0)

(1.9)

(8.9)

(8.5)

(8.5)

—

1.1

(0.8)

0.3

31.5

338.0

977.2

1,346.7

(8.5)

13,625.4

(8.5)

13,625.4

—

5.5

10.5

16.0

43.9

43.9

—

(5.1)

(4.0)

(9.1)

(25.7)

(25.7)

—

0.4

6.5

6.9

18.2

18.2

Total derivatives

16,937.4

9.2

(17.4)

(8.2)

14,972.1

59.9

(34.8)

25.1

Derivative category

Derivatives held for trading

Futures

Interest rate swaps

Foreign exchange contracts

Derivatives held as cash flow hedges

Interest rate swaps

$m

9.0

572.5

390.6

972.1

15,965.3

15,965.3

$m

—

8.1

1.1

9.2

—

—

Bank

$m

$m

$m

$m

$m

$m

—

(7.0)

(1.9)

(8.9)

(8.5)

(8.5)

—

1.1

(0.8)

0.3

31.5

338.0

977.2

1,346.7

(8.5)

13,625.4

(8.5)

13,625.4

—

5.5

10.5

16.0

43.9

43.9

—

(5.1)

(4.0)

(9.1)

(25.7)

(25.7)

—

0.4

6.5

6.9

18.2

18.2

Total derivatives

16,937.4

9.2

(17.4)

(8.2)

14,972.1

59.9

(34.8)

25.1

Variation margin is paid or received on the daily mark to market movements on the interest rate swaps that are settled through the 
central clearing body, London Clearing House, with this payment being offset against the fair value of the swap. The market valuation 
for the centrally cleared derivatives totalled $67.2 million and $73.7 million was received as variation margin as at 30 June 2023. 
The difference represented variable margin payable to London Clearing House as at 30 June 2023, which is classified as Due to 
other financial institutions in the Balance Sheet. The total notional value of the centrally cleared derivatives as at 30 June 2023 
is $15.77 billion (June 2022: $11.87 billion), which is included in Derivatives held as cash flow hedges – Interest rate swaps in the 
tables above for the Group and the Bank. 

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
124

Financial Instruments

19  Derivative financial instruments continued

As at 30 June 2023 hedged cash flows are expected to occur and affect the Income Statement as follows:

June 2023

Forecast cash inflows

Forecast cash outflows

Forecast net cash (outflows)/inflows

June 2022

Forecast cash inflows

Forecast cash outflows

Forecast net cash (outflows)/inflows

June 2023

Forecast cash inflows

Forecast cash outflows

Forecast net cash (outflows)/inflows

June 2022

Forecast cash inflows

Forecast cash outflows

Forecast net cash (outflows)/inflows

Revaluation losses arising from derivatives  
that are not in a hedge relationship

Loss on derivatives

Within
1 year
$m

25.4

(31.9)

(6.5)

$m

27.9

(28.1)

(0.2)

$m

25.4

(31.9)

(6.5)

$m

27.9

(28.1)

(0.2)

1 to 2
years
$m

21.3

(22.0)

(0.7)

$m

34.1

(28.8)

5.3

$m

21.3

(22.0)

(0.7)

$m

34.1

(28.8)

5.3

Group

2 to 3
years
$m

16.9

(16.8)

0.1

$m

23.1

(9.9)

13.2

Bank

$m

16.9

(16.8)

0.1

$m

23.1

(9.9)

13.2

3 to 4 
years
$m

4 to 5
years
$m

Greater
than
5 years
$m

7.8

(7.7)

0.1

$m

5.3

(5.3)

—

$m

7.8

(7.7)

0.1

$m

5.3

(5.3)

—

0.7

(0.8)

(0.1)

$m

0.5

(0.5)

—

$m

0.7

(0.8)

(0.1)

$m

0.5

(0.5)

—

—

—

—

$m

—

—

—

$m

—

—

—

$m

—

—

—

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

2.2

2.2

—

—

2.2

2.2

—

—

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19  Derivative financial instruments continued

Average price/rate of hedged instruments

The following table sets out the maturity profile and average price/rate of the hedging instruments used in the Group’s hedging strategies:

Maturity

June 2023

Cash flow hedges – interest rate swaps

Notional principal

Average fixed rate (%)

Less than
1 month
$m

1,500.0

3.67%

1 to 3
months
$m

1,000.0

3.88%

3 to 12
months
$m

5,713.0

3.94%

1 to 5
years
$m

5,825.3

3.86%

Over
5 years
$m

1,927.0

4.52%

Total
$m

15,965.3

—

Notional principal

Average fixed rate (%)

June 2022

$m

—

—

$m

$m

$m

2,025.0

0.12%

4,625.0

0.33%

6,775.4

2.43%

$m

200.0

1.99%

$m

13,625.4

—

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Financial Instruments

19  Derivative financial instruments continued

Offsetting financial assets and financial liabilities 

Non-Centrally Cleared Derivatives 

Derivative financial instruments entered into by the Group are subject to International Swaps and Derivatives Association (ISDA) 
master netting agreements and other similar master netting arrangements. These arrangements do not meet the criteria for offsetting 
in the Balance Sheet. This is because the right of set‑off is only enforceable by the parties to the agreement following an event of 
default, insolvency or bankruptcy of the Group, or the counterparties, or following other predetermined events. In addition, the Group 
and its counterparties do not intend to settle on a net basis or to realise the assets and settle the liabilities simultaneously.

Centrally Cleared Derivatives 

Derivative amounts are only offset on the Balance Sheet where the Group has a legally enforceable right to offset in all circumstances 
and there is an intention to settle the asset and liability on a net basis, or to realise the asset and settle the liability simultaneously. The 
Group has applied offsetting to centrally cleared derivatives and their associated collateral amounts which were deemed to satisfy 
the AASB 132 Financial Instruments: Presentation requirements.

The following table identifies amounts that have been offset on the Balance Sheet and amounts covered by enforceable netting 
arrangements or similar agreements that do not qualify for set off: 

Subject to enforceable master netting or similar agreements

Amounts offset 
on the Balance Sheet

Amounts not offset 
on the Balance Sheet

Gross
Balance
Sheet
amount
$m

Net amounts
recognised
on the
Balance
Sheet
$m

Amount

offset  1
$m

Financial
collateral
(received)/
pledged 2

$m

Not
subject
to netting
agreements
$m

Total
Balance
Sheet
amount
$m

Net
amount
$m

Financial
instruments
$m

Group

June 2023

Derivative assets

Derivative liabilities

248.8

(185.4)

(239.7)

172.5

9.1

(12.9)

(5.0)

5.0

(1.4)

7.5

Derivative assets

Derivative liabilities

191.5

(142.1)

(131.7)

111.3

59.8

(30.8)

(19.6)

19.6

(32.2)

8.4

June 2022

Bank

June 2023

Derivative assets

Derivative liabilities

248.8

(185.4)

(239.7)

172.5

9.1

(12.9)

(5.0)

5.0

(1.4)

7.5

Derivative assets

Derivative liabilities

191.5

(142.1)

(131.7)

111.3

59.8

(30.8)

(19.6)

19.6

(32.2)

8.4

June 2022

2.7

(0.4)

8.0

(2.8)

2.7

(0.4)

8.0

(2.8)

0.1

(4.5)

0.1

(4.0)

0.1

(4.5)

0.1

(4.0)

9.2

(17.4)

59.9

(34.8)

9.2

(17.4)

59.9

(34.8)

1.  The net offset balance of $67.2 million represents variation margin received $73.7 million less variation margin payable of $6.5 million (June 2022: variation margin received 

$5.7 million plus variation margin receivable $14.7 million). The variation payable amount is reflected in Due to other financial institutions in the Balance Sheet. 

2.  For the purpose of this disclosure, financial collateral not set off in the Balance Sheet has been capped by relevant netting agreements so as not to exceed the net amounts 

of financial assets/(liabilities) reported in the Balance Sheet (i.e. over‑collateralisation, where it exists, is not reflected in the tables).

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction 
 
 
 
 
 
 
 
 
Annual Report 2023  127

20  Financial instruments

All financial instruments are initially recognised at fair value on the date of initial recognition depending on the classification of the 
asset and liability.

a)  Measurement basis of financial assets and liabilities 

The following table details the carrying amount of the financial assets and liabilities by classification in the Balance Sheet.

Group

June 2023

Fair value
through
profit or loss

Fair value through
other compre-
hensive income

Amortised
cost

Financial assets

Cash and cash equivalents

Due from other financial institutions

Financial assets fair value through profit or loss (FVTPL)

Financial assets amortised cost

Financial assets fair value through other comprehensive income (FVOCI)

Net loans and other receivables

Derivatives – not designated as hedging instruments

Total financial assets

Financial liabilities

Due to other financial institutions

Deposits

Wholesale borrowings

Derivatives – designated as hedging instruments

Derivatives – not designated as hedging instruments

Loan capital

Total financial liabilities

Financial assets

Cash and cash equivalents

Due from other financial institutions

Financial assets fair value through profit or loss (FVTPL)

Financial assets amortised cost

Financial assets fair value through other comprehensive income (FVOCI)

Net Loans and other receivables

Derivatives – designated as hedging instruments

Derivatives – not designated as hedging instruments

Total financial assets

Financial liabilities

Due to other financial institutions

Deposits

Wholesale borrowings

Derivatives – designated as hedging instruments

Derivatives – not designated as hedging instruments

Loan capital

Total financial liabilities

$m

—

—

18.5

—

—

—

9.2

27.7

—

—

—

8.5

8.9

—

17.4

$m

—

—

30.5

—

—

—

43.9

16.0

90.4

—

—

—

25.7

9.1

—

34.8

$m

$m

Total

$m

—

—

—

—

8,384.2

8,384.2

123.9

—

864.6

123.9

18.5

864.6

6,917.5

—

6,917.5

—

—

78,526.3

78,526.3

—

9.2

6,917.5

87,899.0

94,844.2

—

—

—

—

—

—

—

190.3

190.3

77,310.8

77,310.8

11,838.2

11,838.2

—

—

8.5

8.9

1,371.0

1,371.0

90,710.3

90,727.7

June 2022

$m

$m

$m

—

—

—

—

3,541.0

188.0

—

861.7

3,541.0

188.0

30.5

861.7

9,618.1

—

9,618.1

—

—

—

77,610.4

77,610.4

—

—

43.9

16.0

9,618.1

82,201.1

91,909.6

—

—

—

—

—

—

—

178.8

178.8

74,583.9

74,583.9

11,698.9

11,698.9

—

—

25.7

9.1

1,366.1

1,366.1

87,827.7

87,862.5

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
128

Financial Instruments

20  Financial instruments continued

Bank

June 2023

Fair value
through
profit or loss

Fair value through
other compre-
hensive income

Amortised
cost

Financial assets

Cash and cash equivalents

Due from other financial institutions

Financial assets fair value through profit or loss (FVTPL)

Financial assets amortised cost

Financial assets fair value through other comprehensive income (FVOCI)

Net loans and other receivables

Derivatives – not designated as hedging instruments

Total financial assets

Financial liabilities

Due to other financial institutions

Deposits

Wholesale borrowings

Derivatives – designated as hedging instruments

Derivatives – not designated as hedging instruments

Loan capital

Total financial liabilities

Financial assets

Cash and cash equivalents

Due from other financial institutions

Financial assets fair value through profit or loss (FVTPL)

Financial assets amortised cost

Financial assets fair value through other comprehensive income (FVOCI)

Net Loans and other receivables

Derivatives – designated as hedging instruments

Derivatives – not designated as hedging instruments

Total financial assets

Financial liabilities

Due to other financial institutions

Deposits

Wholesale borrowings

Derivatives – designated as hedging instruments

Derivatives – not designated as hedging instruments

Loan capital

Total financial liabilities

$m

—

—

9.2

—

—

—

9.2

18.4

—

—

—

8.5

8.9

—

17.4

$m

—

—

30.5

—

—

—

43.9

16.0

90.4

—

—

—

25.7

9.1

—

34.8

$m

$m

Total

$m

—

—

—

—

7,953.9

7,953.9

123.9

—

123.9

9.2

3,830.1

3,830.1

17,458.9

—

17,458.9

—

—

77,616.7

77,616.7

—

9.2

17,458.9

89,524.6

107,001.9

—

—

—

—

—

—

—

190.3

190.3

77,316.2

77,316.2

8,945.7

8,945.7

—

—

8.5

8.9

1,371.0

1,371.0

87,823.2

87,840.6

June 2022

$m

$m

$m

—

—

—

—

3,082.3

188.0

—

603.9

3,082.3

188.0

30.5

603.9

23,300.4

—

23,300.4

—

—

—

77,118.4

77,118.4

—

—

43.9

16.0

23,300.4

80,992.6

104,383.4

—

—

—

—

—

—

—

178.8

178.8

74,589.7

74,589.7

7,859.0

7,859.0

—

—

25.7

9.1

1,366.1

1,366.1

83,993.6

84,028.4

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  129

20  Financial instruments continued

b) 

Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market 
participants at the measurement date.

Wherever possible, fair values have been calculated using unadjusted quoted market prices in active markets for identical instruments. 
A quoted market price in an active market provides the most reliable evidence of fair value. For all other financial instruments, the fair 
value is determined by using other valuation techniques.

Valuation of financial assets and liabilities

Various valuation techniques are used to measure the fair value of financial instruments. The technique adopted is dependent upon 
the inputs available.

As part of the fair value measurement, the Group classifies its assets and liabilities according to a hierarchy that reflects the 
observability of significant market inputs. The three levels of the hierarchy are defined as follows:

Level 1 – Quoted market prices

Financial instruments that have been valued by reference to unadjusted quoted prices for identical financial assets in active markets. 
Government bonds issued by the Commonwealth of Australia have been included in this category.

Level 2 – Valuation technique using observable inputs

The fair value is determined using models whose inputs are observable in an active market.

Level 3 – Valuation technique using significant unobservable inputs

The fair value is calculated using significant inputs that are not based on observable market data but that are most reflective of the 
market conditions at the measurement date.

Financial assets and liabilities carried at fair value

The table below details financial instruments carried at fair value, by Balance Sheet classification and hierarchy level:

Financial assets

Financial assets FVTPL

Financial assets FVOCI

Derivatives

Financial liabilities

Derivatives

Financial assets

Financial assets FVTPL

Financial assets FVOCI

Derivatives

Financial liabilities

Derivatives

Group

June 2023

Level 1

Level 2

Level 3

Total
fair value 

Total
carrying
value 

$m

9.2

0.1

—

—

$m

30.5

237.3

—

—

$m

9.3

6,881.8

9.2

$m

$m

$m

—

35.6

—

18.5

18.5

6,917.5

6,917.5

9.2

9.2

17.4

—

17.4

17.4

$m

—

9,345.2

59.9

June 2022

$m

$m

$m

—

35.6

—

30.5

9,618.1

59.9

30.5

9,618.1

59.9

34.8

—

34.8

34.8

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information130

Financial Instruments

20  Financial instruments continued

Bank

June 2023

Level 1

Level 2

Level 3

Financial assets

Financial assets FVTPL

Financial assets FVOCI

Derivatives

Financial liabilities

Derivatives

Financial assets

Financial assets FVTPL

Financial assets FVOCI

Derivatives

Financial liabilities

Derivatives

$m

9.2

0.1

—

—

$m

30.5

$m

—

17,423.2

9.2

$m

—

35.6

—

Total
fair value 

$m

9.2

Total
carrying
value 

$m

9.2

17,458.9

17,458.9

9.2

9.2

17.4

—

17.4

17.4

$m

—

June 2022

$m

$m

$m

—

35.6

—

30.5

30.5

23,300.4

23,300.4

59.9

59.9

—

34.8

34.8

5,224.7

18,040.1

—

—

59.9

34.8

Transfers between levels are deemed to have occurred at the beginning of the reporting period in which instruments are transferred. 
There were no transfers between levels during the year for the Group or Bank.

Valuation methodology 

Financial instruments  – debt securities 

Derivatives 

Where the Group’s derivative assets and liabilities are not traded 
on an exchange, they are valued using valuation methodologies, 
including discounted cash flow and option pricing models as 
appropriate. The most significant inputs into the valuations 
are interest rate yields which are developed from publicly 
quoted rates. 

Each month, independent valuations are determined by the 
Group’s Financial Risk & Modelling function. This involves an 
analysis of independently sourced data that is deemed most 
representative of the market. From this independent data 
which is made available by other financial institutions, market 
average valuations are calculated, and the value of debt 
securities are updated. 

Financial instruments – equity investments 

Level 1 – Listed investments relates to equities held that are 
on listed exchanges.  

Level 2 – Unlisted investments are equity holdings in unlisted 
managed investment schemes. For managed scheme 
investments the most recent prices provided by the fund 
manager are used. 

Level 3 – Unlisted investments are equity holdings in 
small unlisted entities. Given there are no quoted market 
prices and no observable inputs, assumptions reflective of 
market conditions at the measurement date are used to 
approximate fair value. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  131

20  Financial instruments continued

Movements in Level 3 portfolio 

The following table provides a reconciliation from the beginning balances to the ending balances for financial instruments which are 
classified as Level 3:

Financial assets – equity investments

Opening balance

Revaluations

Sales

Closing balance

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

35.6

—

—

35.6

31.2

5.4

(1.0)

35.6

35.6

—

—

35.6

31.2

5.4

(1.0)

35.6

Financial assets and liabilities carried at amortised cost

Valuation hierarchy
The table below details financial instruments carried at amortised cost, by Balance Sheet classification and hierarchy level:

Group

June 2023

Level 1

Level 2

Level 3 

$m

$m

8,253.2

123.9

864.6

Total
fair value

Total
carrying
amount

$m

$m

8,253.2

8,253.2

123.9

864.6

123.9

864.6

$m

—

—

—

—

78,010.6

78,010.6

78,526.3

9,241.7

78,010.6

87,252.3

87,768.0

190.3

77,951.1

11,669.6

552.6

90,363.6

—

—

—

—

—

190.3

77,951.1

11,669.6

1,390.3

190.3

77,310.8

11,838.2

1,371.0

91,201.3

90,710.3

$m

$m

3,407.6

188.0

861.7

June 2022

$m

—

—

—

$m

$m

3,407.6

3,407.6

188.0

861.7

188.0

861.7

—

77,008.6

77,008.6

77,610.4

4,457.3

77,008.6

81,465.9

82,067.7

178.8

74,339.1

11,412.6

549.8

86,480.3

—

—

—

—

—

178.8

74,339.1

11,412.6

1,366.9

178.8

74,583.9

11,698.9

1,366.1

87,297.4

87,827.7

—

—

—

—

—

—

—

—

837.7

837.7

—

—

—

—

—

—

—

—

817.1

817.1

Cash and cash equivalents 1

Due from other financial institutions

Financial assets amortised cost

Net loans and other receivables

Total financial assets at amortised cost

Due to other financial institutions

Deposits

Wholesale borrowings

Loan capital

Total financial liabilities at amortised cost

Cash and cash equivalents 1

Due from other financial institutions

Financial assets amortised cost

Net loans and other receivables

Total financial assets at amortised cost

Due to other financial institutions

Deposits

Wholesale borrowings

Loan capital

Total financial liabilities at amortised cost

1.  Cash and cash equivalents excludes the balance of Notes and Coins. 

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information132

Financial Instruments

20  Financial instruments continued

Bank

June 2023

Level 1

Level 2

Level 3 

Cash and cash equivalents 1

Due from other financial institutions

Financial assets amortised cost

Net loans and other receivables

Total financial assets at amortised cost

Due to other financial institutions

Deposits

Wholesale borrowings

Loan capital

Total financial liabilities at amortised cost

Cash and cash equivalents 1

Due from other financial institutions

Financial assets amortised cost

Net loans and other receivables

Total financial assets at amortised cost

Due to other financial institutions

Deposits

Wholesale borrowings

Loan capital

Total financial liabilities at amortised cost

$m

$m

7,823.0

123.9

3,278.2

$m

—

—

551.9

Total
fair value

Total
carrying
amount

$m

$m

7,823.0

123.9

3,830.1

7,823.0

123.9

3,830.1

—

77,100.9

77,100.9

77,616.7

11,225.1

77,652.8

88,877.9

89,393.7

190.3

77,956.5

8,806.3

552.6

87,505.7

—

—

—

—

—

190.3

190.3

77,956.5

77,316.2

8,806.3

1,390.3

8,945.7

1,371.0

88,343.4

87,823.2

$m

$m

2,948.9

188.0

603.9

June 2022

$m

—

—

—

$m

$m

2,948.9

2,948.9

188.0

603.9

188.0

603.9

—

76,514.3

76,514.3

77,118.4

3,740.8

76,514.3

80,255.1

80,859.2

178.8

74,344.9

7,615.5

549.8

82,689.0

—

—

—

—

—

178.8

178.8

74,344.9

74,589.7

7,615.5

1,366.9

7,859.0

1,366.1

83,506.1

83,993.6

—

—

—

—

—

—

—

—

837.7

837.7

—

—

—

—

—

—

—

—

817.1

817.1

1.  Cash and cash equivalents excludes the balance of Notes and Coins.

Transfers between levels are deemed to have occurred at the beginning of the reporting period in which instruments are transferred. 
There were no significant transfers between levels during the year for the Group or Bank.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  133

20  Financial instruments continued

Valuation methodology

Cash and cash equivalents, due from/to other financial institutions

Deposits

The carrying value for these assets and liabilities are a reasonable 
approximation of fair value.

Financial assets amortised cost

The fair values of financial assets held to maturity are measured 
at amortised cost which approximates their fair value given they 
are predominantly short‑term in nature or have interest rates 
which reprice frequently.

Net loans and other receivables

The carrying value of loans and other receivables is net of 
individual and collective provisions. For variable rate loans, 
excluding impaired loans, the carrying amount is a reasonable 
estimate of fair value.

The fair value for fixed loans is calculated by utilising discounted 
cash flow models, based on the maturity of the loans. The 
discount rates used represent the rate the market is willing to 
offer at arm’s length for customers of similar credit quality. The 
net fair value of impaired loans is calculated by discounting 
expected cash flows using these rates. 

The carrying value of deposits at call is considered to represent 
fair value given they are short‑term in nature. The fair value for 
all term deposits is calculated using a discounted cash flow 
model applying market rates, or current rates for deposits of 
similar maturities.

Wholesale borrowings

The fair value for all wholesale borrowings is calculated using a 
discounted cash flow model applying independent market rates 
and margins for similar financial instruments.

Loan capital

The fair value of preference shares and capital notes is based 
on quoted market rates for the issue concerned as at year end.

The fair value of subordinated debt is calculated based on 
quoted market prices. For those debt issues where quoted 
market prices were not available, a discounted cash flow model 
using a yield curve appropriate to the remaining maturity of the 
instrument is used.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information134

Financial Instruments

21  Risk management

Nature of risk 

Credit Risk 

Our business is exposed to a broad range of financial and  
non‑financial risks.  

The Group has identified the following material financial risks 
those are reflected in the Group’s financial position and balance 
sheet and result from the Group’s risk‑taking activities:  

 • Credit Risk;

 • Market Risk (traded & non‑traded); and

 • Liquidity Risk

Non‑financial risks, including operational risk and strategic 
risk (including environmental, social and governance (ESG) 
risk), are outlined in the Risk Management Framework, 
Material Risks and Business Uncertainties section of the 
2023 Annual Financial Report.

The Risk Management Framework (RMF) comprises the systems, 
structures, policies, processes and people with the Group 
that identify, measure, evaluate, monitor, report and control or 
mitigate all internal and external sources of material risk. 

The Board is ultimately responsible for the Group’s RMF 
and is responsible for the oversight of its operation by the 
Executive and management of the Group. The RMF is a 
group of items that collectively form our RMF such as Risk 
Appetite Statement, Risk Management Strategy, CPS 220 Risk 
Management Declaration Report, 3‑Year Group Strategic Plan, 
Internal Capital Adequacy Assessment Process (ICAAP) and 
Emerging risks assessments.

The Board’s role is supported by Board Committees; Board Risk 
Committee (BRC), Board People, Culture and Transformation 
Committee (BPCTC) and Board Financial Risk Committee (BFRC) 
and Management Committees; Asset and Liability Management 
Committee (ALMAC), Risk Models Committee (RMC), 
Operational Risk Committee (ORC) and Management Credit 
Committee (MCC). Further details regarding the Group’s material 
risks including our strategic approach to their management 
is contained within the Directors’ Report and the Corporate 
Governance statement. Our Board committee charters are 
available on our website.

The Group is predominantly exposed to credit risk as a result 
of its lending activities. Credit risk is defined as the risk of loss 
of principal, interest and/or fees and charges resulting from a 
borrower failing to meet a credit commitment. Losses can occur 
where collateral held is insufficient to repay loans.

The Group maintains a Credit Risk Management Framework 
and supporting policies to ensure and facilitate effective 
management of credit risk and the maintenance of acceptable 
asset quality. Stress testing is undertaken on key portfolios to 
support the prudent management of credit risks.

Authority for officers to approve credit risk exposures for 
customers, is delegated by the Board to the Group’s MCC 
and the Chief Credit Officer in line with the Delegated Lending 
Authority Policy. The Credit Risk Management function 
is responsible for establishing policies, monitoring trends 
impacting credit quality, setting credit limits and authorising 
delegated lending authorities and, where required, approving 
credit exposures.

The Group utilises models to support the management of 
credit risk. Governance of risk models is overseen by the RMC 
and credit risk models are approved by the Group’s MCC.

The Group is also exposed to counterparty credit risk, which 
is the risk that a counterparty may default before the final 
settlement of the transaction’s cash flows. This risk is primarily 
related to the Group’s derivative exposures. Counterparty  
credit risk is mitigated using margining and central clearing.

Financial Risk & Modelling is responsible for monitoring Treasury 
counterparty credit limits in line with the Group’s Counterparty 
Credit Limit Framework.

The Group maintains a Credit Risk Management Framework 
and supporting policies to ensure and facilitate effective 
management of credit risk and the maintenance of acceptable 
asset quality. Stress testing is also undertaken on key portfolios 
to support prudent management of credit risks. 

Regular reporting provides confirmation of the effectiveness 
of processes and highlights any trends or deterioration which 
require attention. This enables portfolio monitoring by all levels 
of management and the Board. Regular reporting is provided 
to the Group’s MCC and BFRC. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  135

21  Risk management continued

Maximum exposure to credit risk 

The table below presents the maximum exposure to credit risk arising from on‑Balance Sheet and off‑Balance Sheet financial instruments. 
The exposure is shown gross before taking into account any master netting, collateral agreements or other credit enhancements.

Gross maximum exposure

$m

$m

$m

$m

Group

June 2023

Stage 1

Stage 2

Stage 3

Total

Credit risk exposures relating to on Balance Sheet assets

Cash and cash equivalents 1

Due from other financial institutions

Financial assets fair value through profit or loss (FVTPL)

Financial assets amortised cost

Financial assets fair value through other comprehensive income (FVOCI)

Other assets

Derivative assets

Gross loans and other receivables

Total financial assets

Credit risk exposures relating to off Balance Sheet assets

Commitments and contingencies

Total credit risk exposure

Credit risk exposures relating to on Balance Sheet assets

Cash and cash equivalents 1

Due from other financial institutions

Financial assets fair value through profit or loss (FVTPL)

Financial assets amortised cost

Financial assets fair value through other comprehensive income (FVOCI)

Other assets

Derivative assets

Gross loans and other receivables

Total financial assets

Credit risk exposures relating to off Balance Sheet assets

Commitments and contingencies

Total credit risk exposure

1.  Cash and cash equivalents excludes notes and coins as they do not give rise to credit risk.

8,253.2

123.9

18.5

864.6

6,917.5

469.5

9.2

—

—

—

—

—

—

—

—

—

—

—

—

—

—

70,923.6

7,052.1

87,580.0

7,052.1

763.6

763.6

8,253.2

123.9

18.5

864.6

6,917.5

469.5

9.2

78,739.3

95,395.7

12,821.2

—

—

12,821.2

100,401.2

7,052.1

763.6

108,216.9

June 2022

$m

$m

$m

$m

3,407.6

188.0

30.5

861.7

9,618.1

279.5

59.9

70,981.9

85,427.2

—

—

—

—

—

—

—

—

—

—

—

—

—

—

6,047.6

6,047.6

791.8

791.8

3,407.6

188.0

30.5

861.7

9,618.1

279.5

59.9

77,821.3

92,266.6

12,295.2

—

—

12,295.2

97,722.4

6,047.6

791.8

104,561.8

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136

Financial Instruments

21  Risk management continued

Gross maximum exposure

Credit risk exposures relating to on Balance Sheet assets

Cash and cash equivalents 1

Due from other financial institutions

Financial assets fair value through profit or loss (FVTPL)

Financial assets amortised cost

Financial assets fair value through other comprehensive income (FVOCI)

Other assets

Derivative assets

Bank

June 2023

Stage 1

Stage 2

Stage 3

$m

$m

$m

7,823.0

123.9

9.2

3,830.1

17,458.9

1,482.5

9.2

—

—

—

—

—

—

—

—

—

—

—

—

—

—

Total

$m

7,823.0

123.9

9.2

3,830.1

17,458.9

1,482.5

9.2

Gross loans and other receivables

69,048.8

7,052.1

1,783.6

77,884.5

Total financial assets

99,785.6

7,052.1

1,783.6

108,621.3

Credit risk exposures relating to off Balance Sheet assets

Commitments and contingencies

Total credit risk exposure

Credit risk exposures relating to on Balance Sheet assets

Cash and cash equivalents 1

Due from other financial institutions

Financial assets fair value through profit or loss (FVTPL)

Financial assets amortised cost

Financial assets fair value through other comprehensive income (FVOCI)

Other assets

Derivative assets

Gross loans and other receivables

Total financial assets

Credit risk exposures relating to off Balance Sheet assets

Commitments and contingencies

Total credit risk exposure

1.  Cash and cash equivalents excludes notes and coins as they do not give rise to credit risk. 

10,746.9

—

—

10,746.9

110,532.5

7,052.1

1,783.6

119,368.2

June 2022

$m

$m

$m

$m

2,948.9

188.0

30.5

603.9

23,300.4

1,318.0

59.9

70,489.7

98,939.3

—

—

—

—

—

—

—

—

—

—

—

—

—

—

2,948.9

188.0

30.5

603.9

23,300.4

1,318.0

59.9

6,047.6

6,047.6

790.7

77,328.0

790.7

105,777.6

10,811.7

—

—

10,811.7

109,751.0

6,047.6

790.7

116,589.3

Where financial instruments are recorded at fair value the amounts shown above represent the current credit risk exposure but not the 
maximum risk exposure that could arise in the future as a result of changes in values.   

For financial assets recognised in the Balance Sheet, the maximum exposure to credit risk equals their carrying amount. For contingent 
liabilities including financial guarantees granted, it is the maximum amount that the Group would have to pay if the guarantees were 
called upon. For loan commitments and other credit‑related commitments, it is generally the full amount of the committed facilities.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction 
Annual Report 2023  137

21  Risk management continued

Concentration of credit risk

Concentration risk is managed by client or counterparty, by geographical region or by industry sector. The Group implements certain 
exposure and concentration limits in order to mitigate the concentration risk.

The gross maximum credit exposure to any client or counterparty (excluding sovereign/ government exposures) as at 30 June 2023 
was $418.7 million (June 2022: $397.1 million) before taking to account collateral or other credit enhancements.

Geographic – based on the location of the counterparty or customer.

The table below presents the maximum exposure to credit risk categorised by geographical region. The exposures are shown gross 
before taking into account any collateral held or other credit enhancements.

Geographic concentration 1

Victoria

New South Wales

Queensland

South Australia/Northern Territory

Western Australia

Australian Capital Territory

Tasmania

Overseas/other

Total credit risk exposure

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

39,687.5

30,759.7

13,040.5

9,051.9

8,354.5

4,969.4

1,783.0

570.4

39,360.5

24,606.1

13,071.7

9,534.9

8,206.8

6,994.3

2,140.7

646.8

40,335.8

32,151.6

12,338.3

16,197.9

8,019.8

4,829.6

1,732.0

3,763.2

40,185.3

27,142.2

12,626.5

19,055.4

7,959.7

6,912.1

2,080.4

627.7

108,216.9

104,561.8

119,368.2

116,589.3

1.  Current financial year disclosures reconcile to definitions applied for regulatory reporting purposes.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information138

Financial Instruments

21  Risk management continued

Industry Sector – is based on the industry in which the customer or counterparty are engaged.

The table below presents the maximum exposure to credit risk categorised by industry sector. The exposures are shown gross before 
taking into account any collateral held or other credit enhancements.

Industry concentration 1

Accommodation and food services

Administrative and support services

Agriculture, forestry and fishing

Arts and recreation services

Construction

Education and training

Electricity, gas, water and waste services

Financial and insurance services

Health care and social assistance

Information media and telecommunications

Manufacturing

Margin lending

Mining

Other

Other services

Professional, scientific and technical services

Public administration and safety

Rental, hiring and real estate services

Residential/consumer 

Retail trade

Transport, postal and warehousing

Wholesale trade

Total credit risk exposure

Group

Bank

June 2023
$m

June 22
$m

June 2023
$m

281.9

48.4

7,717.3

68.6

782.8

65.1

32.1

441.3

93.4

8,069.9

187.8

1,154.6

157.6

67.9

276.4

47.5

7,566.5

67.3

767.7

63.9

31.5

June 22
$m

422.9

88.2

7,867.4

171.8

1,107.0

144.6

62.2

16,810.2

12,210.5

31,818.0

27,120.8

382.7

24.6

237.3

646.6

54.5

426.1

2,176.5

1,433.2

14.8

261.0

218.2

282.2

3,099.5

4,917.6

36.6

316.6

365.4

418.2

5,337.6

5,230.4

375.2

24.1

232.7

—

14.5

259.8

213.9

276.7

608.5

50.9

404.8

—

33.8

315.1

347.0

398.4

3,098.4

4,821.3

5,329.8

5,116.8

70,113.3

66,722.2

68,743.1

65,877.9

364.7

174.2

143.9

747.7

261.8

181.9

357.6

170.9

141.2

699.6

248.0

173.8

108,216.9

104,561.8

119,368.2

116,589.3

1.  Current financial year disclosures reconcile to definitions applied for regulatory reporting purposes.

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21  Risk management continued

Credit quality 

The table below discloses the effect of movements in the gross carrying value of loans and other receivables, other financial assets 
held at amortised cost and contingent liabilities issued by the Group on behalf of customers, to the different stages of the ECL model:

Stage 1

Stage 2

Stage 3

Stage 3

Group

Collectively assessed provisions

Gross carrying amount as at 1 July 2022

87,867.9

6,047.6

$m

$m

Stage 1

Stage 2

Stage 3

Transfer from collectively assessed to individually assessed 
provisions

New financial assets originated or purchased

Financial assets derecognised or repaid

Change in balances

Amounts written off against provisions

1,726.7

(3,985.4)

(217.2)

(3.5)

(1,664.6)

4,124.5

(240.2)

(16.8)

15,175.1

509.6

(11,266.3)

(1,537.3)

3,820.2

(170.7)

—

—

Gross carrying amount as at 30 June 2023

93,117.5

7,052.1

Gross carrying amount as at 1 July 2021

84,788.5

6,479.5

$m

$m

Stage 1

Stage 2

Stage 3

Transfer from collectively assessed to individually 
assessed provisions

New financial assets originated or purchased

Financial assets derecognised or repaid

Change in balances

Amounts written off against provisions

1,947.7

(3,055.2)

(236.9)

(2.6)

20,337.7

(1,915.3)

3,146.5

(220.0)

(9.0)

441.0

(11,911.3)

(1,617.1)

(4,000.0)

(258.0)

—

—

$m

665.1

(62.1)

(139.1)

457.4

(10.6)

26.4

(304.8)

24.9

—

657.2

$m

652.8

(32.4)

(91.3)

456.9

(21.7)

9.2

(307.6)

(0.8)

—

Individually
assessed
provisions

$m

Total

$m

126.7

94,707.3

—

—

—

30.9

—

—

(19.6)

(31.6)

—

—

—

—

15,711.1

(13,108.4)

3,654.8

(31.6)

106.4

100,933.2

$m

$m

205.7

92,126.5

—

—

—

33.3

—

—

(77.8)

(34.5)

—

—

—

—

20,787.9

(13,836.0)

(4,336.6)

(34.5)

Gross carrying amount as at 30 June 2022

87,867.9

6,047.6

665.1

126.7

94,707.3

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Financial Instruments

21  Risk management continued

Stage 1

Stage 2

Stage 3

Stage 3

Bank

Collectively assessed provisions

Gross carrying amount as at 1 July 2022

85,175.7

6,047.6

$m

$m

Stage 1

Stage 2

Stage 3

Transfer from collectively assessed to individually 
assessed provisions

New financial assets originated or purchased

Financial assets derecognised or repaid

Change in balances

Amounts written off against provisions

1,726.7

(3,985.4)

(217.2)

(1,664.6)

4,124.5

(240.2)

(1,024.6)

15,175.1

(16.8)

509.6

(11,266.3)

(1,537.3)

6,119.6

(170.7)

—

—

$m

665.1

(62.1)

(139.1)

457.4

(10.6)

26.4

(304.8)

24.9

—

Individually
assessed
provisions

$m

Total

$m

125.6

92,014.0

—

—

—

1,052.0

—

—

(19.6)

(31.6)

—

—

—

—

15,711.1

(13,108.4)

5,954.2

(31.6)

Gross carrying amount as at 30 June 2023

91,703.6

7,052.1

657.2

1,126.4

100,539.3

Gross carrying amount as at 1 July 2021

81,920.1

6,479.5

$m

$m

Stage 1

Stage 2

Stage 3

Transfer from collectively assessed to individually 
assessed provisions

New financial assets originated or purchased

Financial assets derecognised or repaid

Change in balances

Amounts written off against provisions

1,947.7

(3,055.2)

(236.9)

(2.6)

20,337.7

(1,915.3)

3,146.5

(220.0)

(9.0)

441.0

(11,911.3)

(1,617.1)

(3,823.8)

(258.0)

—

—

$m

652.8

(32.4)

(91.3)

456.9

(21.7)

9.2

(307.6)

(0.8)

—

$m

$m

204.5

89,256.9

—

—

—

33.3

—

—

(77.8)

(34.4)

—

—

—

—

20,787.9

(13,836.0)

(4,160.4)

(34.4)

Gross carrying amount as at 30 June 2022

85,175.7

6,047.6

665.1

125.6

92,014.0

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21  Risk management continued

Credit quality 

The table below discloses information about the credit quality of financial assets measured at amortised cost without taking into 
account collateral or other credit enhancement. Unless specifically indicated, the amounts in the table represent gross carrying amounts.

Stage 1

Stage 2

Stage 3

Stage 3

Group

Collectively assessed provisions

Individually
assessed
provisions

$m

$m

$m

$m

Neither past due or impaired

 • High grade

 • Standard grade

 • Sub‑standard grade

 • Unrated

Past due or impaired

63,696.4

28,913.2

1,242.0

6,056.0

493.5

493.0

3,890.3

1,245.9

103.9

1,319.1

Gross carrying amount as at  30 June 2023

100,401.1

7,052.2

Neither past due or impaired

 • High grade

 • Standard grade

 • Sub‑standard grade

 • Unrated

Past due or impaired

$m

$m

60,561.8

28,970.9

806.7

6,997.6

539.4

298.1

3,445.4

1,434.3

78.8

626.1

Gross carrying amount as at  30 June 2022

97,876.4

5,882.7

0.8

13.5

36.8

1.8

604.3

657.2

$m

—

0.8

3.7

6.4

665.1

676.0

Bank

Neither past due or impaired

 • High grade

 • Standard grade

 • Sub‑standard grade

 • Unrated

Past due or impaired

74,847.7

28,913.2

1,242.0

6,056.0

493.6

493.0

3,890.3

1,245.9

103.9

1,319.0

Gross carrying amount as at 30 June 2023

111,552.5

7,052.1

Neither past due or impaired

 • High grade

 • Standard grade

 • Sub‑standard grade

 • Unrated

Past due or impaired

$m

$m

72,589.3

28,970.9

806.7

6,997.6

539.5

298.1

3,445.4

1,434.3

78.8

626.0

Gross carrying amount as at  30 June 2022

109,904.0

5,882.6

0.8

13.5

36.8

1.8

604.3

657.2

$m

—

0.8

3.7

6.4

665.1

676.0

Stage 1

Stage 2

Stage 3

Stage 3

Collectively assessed provisions

Individually
assessed
provisions

$m

$m

$m

$m

Total

$m

64,190.2

32,817.0

2,524.7

6,161.7

2,523.3

—

—

—

—

106.4

106.4

108,216.9

$m

$m

—

—

—

—

126.7

60,859.9

32,417.1

2,244.7

7,082.8

1,957.3

126.7

104,561.8

Total

$m

75,341.5

32,817.0

2,524.7

6,161.7

2,523.3

—

—

—

—

106.4

106.4

119,368.2

$m

$m

—

—

—

—

126.7

72,887.4

32,417.1

2,244.7

7,082.8

1,957.3

126.7

116,589.3

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information142

Financial Instruments

21  Risk management continued

The credit ratings range from high grade where there is a very high likelihood of the asset being recovered in full to sub‑standard 
grade where there is concern over the obligor’s ability to make payments when due.

Credit risk stress testing is performed to assess the likelihood of loan default, to examine the financial strength of borrowers and 
counterparties including their ability to meet commitments under changing scenarios and to assess the exposure and extent of loss 
should default actually occur.

Ageing

The following table presents the ageing analysis of past due but not impaired loans and other receivables. Loans and receivables 
which are 90 or more days past due are not classified as impaired assets where the estimated net realisable value of the collateral/
security is sufficient to cover the repayment of all principal and interest amounts due. The exposures are shown net after taking into 
account any collateral held or other credit enhancements.

Less than
30 days

31 to
60 days

61 to
90 days

More than
91 days

Group

June 2023

June 2022

June 2023

June 2022

$m

1,333.0

977.2

1,333.0

977.2

$m

332.2

240.3

332.2

240.3

$m

231.6

123.3

$m

520.1

489.8

Bank

231.6

123.3

520.1

489.8

2,416.9

6,510.5

1,830.6

5,248.0

Total

$m

Fair value of
collateral

$m

2,416.9

6,510.5

1,830.6

5,253.7

Comparative information in the above table has been restated to align to the methodology applied in current financial year. 

Climate Change Risk

Climate Change Risk includes the physical risks which cause 
direct damage to assets, property and/or customers’ cash flows 
as a result of rising global temperatures, as well as transition 
risks which arise from the transition to a low‑carbon economy. 
The Group is predominantly exposed to climate change 
risk through our lending activities whilst noting there is also 
exposure through our supply chains and property assets such 
as branches and offices.

The Group has delivered its inaugural Climate Change Action Plan 
2021‑2023. The Action Plan has enhanced our understanding and 
management of climate change risks, including through climate 
scenario analysis. The risks and opportunities identified through 
this process have informed the next iteration of the Group’s 
climate planning, the Climate & Nature Action Plan 2024 – 2026. 
It represents another step forward in the Group’s approach and 
maturity toward climate risks and opportunities.

The processes for identifying, assessing, and managing  
climate‑related risks is integrated into our overall risk 
management. Specifically, it is included in the Group Risk 
Management Framework (GRMF) and annual GRMF review 
process with ultimate oversight from the Executive and Board.

For further information on how the Group identifies, assesses, 
manages, and integrates climate risk, refer to the Group’s  
TCFD‑aligned Climate‑related Disclosure in the 2023 
Sustainability Report and the Operating and Financial 
Review section of this Report.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  143

21  Risk management continued

Liquidity Risk 

Liquidity risk is defined as the risk that the Group is unable to 
access funds, both anticipated and unforeseen, which may lead 
to the Group being unable to meet its obligations in an orderly 
manner as they arise or forgoing investment opportunities. 

Liquidity risk is managed in line with the Board approved Risk 
Appetite Statement and the Group Liquidity Risk Management 
Framework. The principal objective of the Group’s Liquidity 
Risk Management Framework is to ensure that all cash flow 
commitments are met in a timely manner and prudential 
requirements are satisfied.

The Group has established a trigger framework to support 
the liquidity risk management process, in particular, to alert 
management of emerging or increased risk or vulnerability 
in its liquidity position. This framework incorporates limits, 
early warning indicators, triggers, monitoring and escalation 
processes to ensure that sufficient liquidity is maintained. 

The Group undertakes scenario analysis to examine liquidity 
under both “business as usual” and stressed scenarios. 
In addition, the Group’s Contingency Funding Plan (CFP) 
outlines specific actions to deal with a liquidity related event. 
Regular reporting is provided to ALMAC and BFRC. 

The Group manages a portfolio of High Quality Liquid Assets 
(HQLA) and Alternative Liquid Assets (ALA) to cover projected 
net cash outflows over a 30 day period under the stress 
scenario assumptions prescribed by the Liquidity Coverage 
Ratio (LCR) in APRA Prudential Standard 210 Liquidity. APRA 
requires LCR ADIs to maintain a minimum 100% LCR.  The Group 
also monitors the stability and composition of funding, including 
the calculation of the Net Stable Funding Ratio (NSFR), which 
APRA also requires LCR ADIs to maintain at a minimum of 100%.

Analysis of financial liabilities by remaining 
contractual maturities

The following table categorises the Group’s financial liabilities 
into relevant maturity periods based on the remaining period 
at the reporting date to the contractual maturity date. The 
amounts disclosed in the table represent all cash flows, on an 
undiscounted basis, including all future coupon payments, both 
principal and interest, and therefore may not reconcile with the 
amounts disclosed in the Balance Sheet.

For foreign exchange derivatives and cross currency interest 
rate swaps, the amounts disclosed are the gross contractual 
cash flows to be paid. For interest rate swaps, the cash flows 
are the net amounts to be paid, and have been estimated using 
forward interest rates applicable at the reporting date.

The Group continues to manage liquidity holdings in line with 
the Board approved Funding Strategy, ensuring adequate levels 
of HQLA, ALA and diversified sources of funding. In meeting our 
liquidity requirement, the Group makes use of the Reserve Bank 
of Australia (RBA) provided Committed Liquidity Facility (CLF), 
and the RBA Term Funding Facility (TFF). Both the CLF and the 
TFF contribute to the Groups LCR and NSFR positions.

The Group also maintains collateral in the form of internal 
securitisation which could potentially be used to support funding 
arrangements under the RBA Exceptional Liquidity Assistance 
(ELA). The intent of ELA is to provide the RBA with a facility that 
could be used to provide liquidity support to a solvent bank 
experiencing acute liquidity difficulties where the RBA considers 
it to be in the public interest to do so. The provision of liquidity 
under ELA is at the absolute discretion of the RBA.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information144

Financial Instruments

21  Risk management continued

Group

June 2023

Not longer
than
3 months

$m

—

At call

$m

190.3

3 to 12
months

$m

—

42,823.6

15,610.3

18,577.7

—

—

331.4

—

1,113.1

2,957.5

4.4

1.8

19.9

4.4

6.7

59.6

1 to 5
years

$m

—

586.0

6,368.1

4.4

112.4

1,067.0

Longer 
than
5 years

$m

—

0.4

1,399.8

—

—

Total

$m

190.3

77,598.0

11,838.5

13.2

452.3

599.6

1,746.1

Due to other financial institutions

Deposits

Other borrowings

Derivatives – net settled

Other payables

Loan capital

Total financial liabilities

43,345.3

16,749.5

21,605.9

8,137.9

1,999.8

91,838.4

Commitments and contingent liabilities

12,821.2

Total contingent liabilities and commitments

12,821.2

—

—

—

—

—

—

—

—

12,821.2

12,821.2

June 2022

Due to other financial institutions

Deposits

Other borrowings

Derivatives – net settled

Other payables

Loan capital

Not longer
than
3 months

$m

—

At call

$m

178.8

3 to 12
months

$m

—

46,930.6

12,751.4

14,520.8

—

—

312.2

—

500.6

1,288.3

3.8

2.3

12.1

21.0

8.2

36.2

Total financial liabilities

47,421.6

13,270.2

15,874.5

Commitments and contingent liabilities

12,295.2

Total contingent liabilities and commitments

12,295.2

—

—

—

—

1 to 5 
years

$m

—

411.9

7,413.3

10.9

137.0

1,006.9

8,980.0

—

—

Longer 
than
5 years

$m

—

0.5

2,500.8

—

8.9

Total

$m

178.8

74,615.2

11,703.0

35.7

468.6

550.0

1,605.2

3,060.2

88,606.5

—

—

12,295.2

12,295.2

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  145

21  Risk management continued

Bank

June 2023

Due to other financial institutions

Deposits

Other borrowings

Derivatives – net settled

Other payables

Loans payable to securitisation trusts

Loan capital

Not longer
than
3 months

$m

—

At call

$m

190.3

3 to 12
months

$m

—

42,829.0

15,610.3

18,577.7

1,113.1

2,885.0

—

—

290.7

—

—

4.4

1.8

—

19.9

4.4

6.7

—

1 to 5
years

$m

—

586.0

4,947.9

4.4

112.4

Longer 
than
5 years

$m

—

0.4

—

—

—

Total

$m

190.3

77,603.4

8,946.0

13.2

411.6

—

15,823.5

15,823.5

59.6

1,067.0

599.6

1,746.1

Total financial liabilities

43,310.0

16,749.5

21,533.4

6,717.7

16,423.5

104,734.1

Commitments and contingent liabilities

10,746.9

Total contingent liabilities and commitments

10,746.9

—

—

—

—

—

—

—

—

10,746.9

10,746.9

June 2022

Not longer
than
3 months

$m

—

At call

$m

178.8

3 to 12
months

$m

—

46,936.4

12,751.4

14,520.8

—

—

286.4

—

—

500.6

1,232.0

3.8

2.3

—

12.1

21.0

8.2

—

36.2

1 to 5 
years

$m

—

411.9

6,130.4

10.9

137.0

Longer 
than
5 years

$m

—

0.5

—

—

8.9

Total

$m

178.8

74,621.0

7,863.0

35.7

442.8

—

16,686.7

16,686.7

1,006.9

550.0

1,605.2

Due to other financial institutions

Deposits

Other borrowings

Derivatives – net settled

Other payables

Loans payable to securitisation trusts

Loan capital

Total financial liabilities

47,401.6

13,270.2

15,818.2

7,697.1

17,246.1

101,433.2

Commitments and contingent liabilities

10,811.7

Total contingent liabilities and commitments

10,811.7

—

—

—

—

—

—

—

—

10,811.7

10,811.7

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information146

Financial Instruments

21  Risk management continued

Market Risk (including Interest Rate Risk and Currency Risk)

Market Risk is the risk that changes in market variables such as interest rates, foreign exchange rates and equity prices will impact the 
Group’s fair value or future cash flows of financial instruments. The Group classifies its exposures to market risk as either traded (the 
Trading Book) or non‑traded (the Banking Book). 

Traded Market Risk is defined as the risk of loss owing to changes in the general level of market prices or interest rates. Traded market 
risk arises from positions held in the Group’s Trading Book, which consists of securities held for both trading and liquidity purposes, and 
discretionary interest rate and foreign exchange trading. Foreign currency trading is undertaken primarily for the purpose of providing 
the Group’s customers with access to foreign exchange markets. Trading Book positions include approved financial instruments, both 
physical and derivative. Traded Market Risk is managed in line with the Board‑approved Risk Appetite Statement and, Group Trading 
Book Policy.

Non‑traded Market Risk comprises Interest Rate Risk in the Banking Book (IRRBB). IRRBB is the risk of loss in earnings or in the 
economic value in the Banking Book due to movements in interest rates. IRRBB arises predominantly from the Group’s general balance 
sheet funding and lending activities. The Group takes a prudent approach to the management of IRRBB, balancing NII and Economic 
Value (EV) and aiming to minimise volatility in current and future earnings.

IRRBB is managed in line with the Board‑approved Risk Appetite Statement, and Group Interest Rate Risk in the Banking Book Policy.

Market Risk is primarily managed by Group Treasury, which is responsible for ensuring that the Group’s exposures remain compliant 
with Market Risk Limits.

Group Treasury monitors significant developments in market structure and pricing as part of their established market risk management 
process. The Financial Risk & Modelling function provides independent oversight of market risk practices.

The Group utilises Value at Risk (VaR) as a key measure of IRRBB. VaR measures the potential loss in the value of an asset or portfolio 
to a 99% confidence level over a 12‑month timeframe due to interest rate changes. 

The Group also models a variety of scenarios to analyse the Group’s exposure to IRRBB and project the potential impact. This includes 
scenarios that would potentially have an extreme impact on earnings. 

The following table outlines the key measure for Traded Market Risk. EV Sensitivity is based on the impact of a 50 basis point parallel 
movement in rates.

VaR

Economic Value (EV) Sensitivity

Exposure at
year end

Avg during
the year

Exposure at
year end

Avg during
the year

June 2023

June 2022

$m

—

$m

(0.1)

$m

(0.5)

$m

(0.5)

The following table outlines the key measures for Non‑Traded Market Risk (IRRBB). EV and NII Sensitivity are based on a static 
representation of the Balance Sheet and the impact of instantaneous 200 basis point parallel and non‑parallel shifts in rates.

VaR

VaR

Economic Value (EV) Sensitivity

Net Interest Income (NII) Sensitivity

Exposure at
year end

Avg during
the year

Exposure at
year end

Avg during
the year

June 2023

June 2022

$m

123.1

(117.1)

(115.2)

$m

106.9

(85.8)

(93.5)

$m

45.1

(57.3)

(85.7)

$m

53.6

(73.7)

(96.5)

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  147

21  Risk management continued

Interest Rate Risk

The following table demonstrates the sensitivity of the Group’s Income Statement and equity to a plausible change in interest rates, 
with all other variables held constant. 

The sensitivity of the Income Statement is the effect of assumed changes in interest rates on the net interest income including revenue 
share arrangements for one year, based on the floating rate financial assets and financial liabilities held at 30 June 2023, including the 
effect of hedging instruments. The sensitivity of equity is calculated by revaluing fixed rate financial assets (including the effect of any 
associated hedges), and swaps designated as cash flow hedges, at 30 June 2023 for the effects of the assumed changes in interest 
rates. The sensitivity of equity is analysed by the maturity of the asset or swap, with sensitivity based on the assumption that there 
are parallel shifts in the yield curve.

The table below represents the change to the Group’s profit for the relevant financial year from a 50 basis point up and 25 basis point 
down rate shock. 

Net interest income 

Revaluation (losses)/gains arising on economic hedges that are not 
in a hedge relationship

Income tax effect at 30%

Effect on profit

Effect on profit (per above)

Cash flow hedge reserve

Income tax effect on reserves at 30%

Effect on equity

Net interest income 

Revaluation (losses)/gains arising on economic hedges that are not in a 
hedge relationship

Income tax effect at 30%

Effect on profit

Effect on profit (per above)

Cash flow hedge reserve

Income tax effect on reserves at 30%

Effect on equity

Group

June 2023

June 2022

+50 bps
$m

-25 bps
$m

+50 bps
$m

-25 bps
$m

46.1

(21.6)

29.0

(17.1)

(3.1)

(12.9)

30.1

30.1

(47.6)

14.3

(3.2)

1.6

6.0

(14.0)

(14.0)

23.8

(7.1)

2.7

—

(8.7)

20.3

20.3

(44.9)

13.5

(11.1)

—

5.1

(12.0)

(12.0)

22.4

(6.7)

3.7

Bank

June 2023

June 2022

46.1

(21.6)

29.0

(17.1)

(3.1)

(12.9)

30.1

30.1

(47.6)

14.3

(3.2)

1.6

6.0

(14.0)

(14.0)

23.8

(7.1)

2.7

—

(8.7)

20.3

20.3

(44.9)

13.5

(11.1)

—

5.1

(12.0)

(12.0)

22.4

(6.7)

3.7

The movements in profit are due to higher/lower interest costs from variable rate debt and cash balances. The movement in equity 
is also affected by the increase/decrease in the fair value of derivative instruments designated as cash flow hedges, where these 
derivatives are deemed effective.

This analysis reflects a scenario where no management actions are taken to counter movements in rates.

Foreign Currency Risk

The Group does not have any significant exposure to foreign currency risk, as there are no non‑AUD outstandings under the Euro 
Medium‑Term Note program (EMTN),  Euro Commercial Paper program (ECP) or Covered bond programme (CBP).  At balance date the 
principal of foreign currency denominated borrowings under these programs was AUD $nil (June 2022: AUD $nil).

Retail and business banking foreign exchange transactions are managed by the Group’s Financial Markets business unit within, spot 
and forward limits. Adherence to limits is independently monitored by the Financial Risk & Modelling function.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information148

Funding and Capital Management

22  Share capital

Group

June 2023

Bank

June 2023

Issued and paid up capital

No. of shares

$m

No. of shares

$m

Ordinary shares fully paid (ASX Code: BEN)

 565,895,510 

5,242.9

 565,895,510 

5,242.9

Employee Share Ownership Plan shares

 — 

(2.4)

 —   

(2.4)

Total issued and paid up capital

565,895,510

5,240.5

565,895,510

5,240.5

Movements in ordinary shares on issue

No. of shares

$m

No. of shares

$m

Opening balance 1 July 2022

Bonus share scheme 1

Dividend reinvestment plan 2, 3

Executive performance rights

565,655,652

5,242.9

565,655,652

5,242.9

434,164

2,202,982

—

—

18.8

0.2

434,164

2,202,982

—

—

18.8

0.2

Closing balance (including treasury shares) 30 June 2023

568,292,798

5,261.9

568,292,798

5,261.9

Less: treasury shares

Opening balance 1 July 2022

Net movement during the period

No. of shares

$m

No. of shares

(2,578,207)

180,919

(20.4)

1.4

(2,578,207)

180,919

$m

(20.4)

1.4

Closing balance (excluding treasury shares) 30 June 2023

565,895,510

5,242.9

565,895,510

5,242.9

Movements in Employee Share Ownership Plan

No. of shares

$m

No. of shares

Opening balance 1 July 2022

Reduction in Employee Share Ownership Plan

Closing balance 30 June 2023

Total issued and paid up capital

—

—

—

(3.0)

0.6

(2.4)

—

—

—

$m

(3.0)

0.6

(2.4)

565,895,510

5,240.5

565,895,510

5,240.5

1.  The Group issued 217,141 shares @ $8.98 as part of the December 2022 interim dividend and issued 217,023 shares @ $8.55 as part of the June 2022 final dividend under 

the Bonus Share Scheme.

2.  The Group issued 2,202,982 shares @ $8.55 as part of the June 2022 final dividend under the Dividend Reinvestment Plan.

3.  The Dividend Reinvestment Plan in respect of the 31 December 2022 interim dividend was satisfied in full by the on‑market purchase and transfer of 2,496,726 shares at 

$8.98 to participating shareholders.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  149

22  Share capital continued

Group

June 2022

Bank

June 2022

Issued and paid up capital

No. of shares

$m

No. of shares

$m

Ordinary shares fully paid (ASX Code: BEN)

Employee Share Ownership Plan shares

563,077,445

5,222.5

563,077,445

—

(3.0)

—

Total issued and paid up capital

563,077,445

5,219.5

563,077,445

5,222.5

(3.0)

5,219.5

Movements in ordinary shares on issue

No. of shares

$m

No. of shares

$m

Opening balance 1 July 2021

Bonus share scheme 1

Dividend reinvestment plan 2

Shares issued for business acquisition 3

Executive performance rights

547,147,671

5,064.9

547,147,671

5,064.9

601,774

7,903,601

10,002,606

—

—

75.9

102.2

(0.1)

601,774

7,903,601

10,002,606

—

—

75.9

102.2

(0.1)

Closing balance (including treasury shares) 30 June 2022

565,655,652

5,242.9

565,655,652

5,242.9

Less: treasury shares

Opening balance 1 July 2021

Net movement during the period

No. of shares

$m

No. of shares

(1,637,293)

(940,914)

(11.8)

(8.6)

(1,637,293)

(940,914)

$m

(11.8)

(8.6)

Closing balance (excluding treasury shares) 30 June 2022

563,077,445

5,222.5

563,077,445

5,222.5

Movements in Employee Share Ownership Plan

No. of shares

$m

No. of shares

Opening balance 1 July 2021

Reduction in Employee Share Ownership Plan

Closing balance 30 June 2022

Total issued and paid up capital

—

—

—

(3.6)

0.6

(3.0)

—

—

—

$m

(3.6)

0.6

(3.0)

563,077,445

5,219.5

563,077,445

5,219.5

1.  The Group issued 262,546 shares @ $9.70 as part of the December 2021 interim dividend and issued 339,228 shares @ $9.49 as part of the June 2021 final dividend under 

the Bonus Share Scheme.

2.  The Group issued 3,914,039 shares @ $9.70 as part of the December 2021 interim dividend and issued 3,989,562 shares @ $9.49 as part of the June 2021 final dividend 

under the Dividend Reinvestment Scheme.

3.  The Group issued 10,002,606 shares @ $10.22 as part of the Ferocia acquisition.

Nature of issued capital

Ordinary shares (ASX code: BEN)
The Group does not have authorised capital. Ordinary shares are fully‑paid and have no par value. Each ordinary share entitles the 
holder to one vote, either in person or by proxy, at a shareholder meeting. Ordinary shares entitle the holder to participate in dividends 
and, in the event of the  Group winding up, to a share of the proceeds in proportion to the number of and amounts paid on the 
shares held.

Recognition and measurement

Ordinary shares are classified as equity. Issued ordinary capital is recognised at the fair value of the consideration received net of 
transaction costs (net of any tax benefit). Dividends are recognised as a distribution from equity in the year that they are declared.

Employee Share Ownership Plan is the value of loans outstanding in relation to shares issued to employees under this plan and 
effectively represents the unpaid portion of the issued shares.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information150

Funding and Capital Management

23  Retained earnings and reserves

Retained earnings movements

Opening balance

Profit for the year

Share‑based payment

Operational risk reserve

(Increase)/decrease in equity reserve for credit losses

Transfer from reserves

Dividends

Deregistration of subsidiary companies

Closing balance

Reserve movements
Employee benefits reserve

Opening balance

Share based payment expense

Lapsed/forfeited awards

Vested awards

Closing balance

Revaluation reserve – Equity Investments at FVOCI without recycling

Opening balance

Net unrealised gains

Transfer from reserves

Tax effect of net unrealised gains

Closing balance

Revaluation reserve – Debt Securities at FVOCI with recycling

Opening balance

Impairment

Net unrealised (losses)/gains

Tax effect of revaluations

Closing balance

Operational risk reserve

Opening balance

Movement operational risk reserve

Closing balance

Group

Bank

June 2023

June 2022

June 2023

June 2022

$m

$m

1,386.5

497.0

1,166.0

488.1

0.4

—

(7.4)

0.3

0.9

4.2

16.9

—

(309.5)

(289.6)

—

—

$m

961.1

448.4

0.3

—

(7.4)

—

(309.5)

—

1,567.3

1,386.5

1,092.9

$m

13.7

9.4

(0.5)

(5.6)

17.0

$m

13.0

—

(0.3)

—

12.7

$m

(58.5)

—

(17.0)

5.1

(70.4)

$m

—

—

—

$m

9.6

7.7

(1.3)

(2.3)

13.7

$m

9.7

4.7

—

(1.4)

13.0

$m

0.7

0.1

(84.8)

25.5

(58.5)

$m

4.2

(4.2)

—

$m

13.7

9.4

(0.5)

(5.6)

17.0

$m

12.7

—

—

—

12.7

$m

(96.9)

—

9.7

(2.9)

(90.1)

$m

—

—

—

$m

682.4

550.3

0.9

—

16.9

—

(289.6)

0.2

961.1

$m

9.6

7.7

(1.3)

(2.3)

13.7

$m

8.9

5.4

—

(1.6)

12.7

$m

197.5

0.1

(420.6)

126.1

(96.9)

$m

—

—

—

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction23  Retained earnings and reserves continued
Cash flow hedge reserve

Opening balance

Mark‑to‑market movements

Tax effect of mark‑to‑market movements

Closing balance

Equity reserve for credit losses (ERCL)

Opening balance

Increase/(decrease) in ERCL

Closing balance

Total reserves

Nature and purpose of reserves

Employee benefits reserve

The reserve records the value of equities issued to non‑executive 
employees under the Employee Share Ownership Plan and 
the value of deferred shares and rights granted to Executive 
employees under the Employee Salary Sacrifice, Deferred Share 
and Performance Share Plan. Further details regarding these 
employee equity plans are disclosed within Note 34.

Revaluation reserve – Equity Investments at FVOCI

The reserve records fair value changes in relation to equity 
investments held at FVOCI.

Revaluation reserve – Debt Securities at FVOCI

The reserve records fair value changes in assets classified as 
debt securities.

Annual Report 2023  151

$m

49.9

(75.6)

14.1

(11.6)

$m

87.8

7.4

95.2

42.9

$m

9.1

46.1

(5.3)

49.9

$m

104.7

(16.9)

87.8

105.9

$m

49.9

(75.6)

14.1

(11.6)

$m

87.8

7.4

95.2

23.2

$m

9.1

46.1

(5.3)

49.9

$m

104.7

(16.9)

87.8

67.2

Operational risk reserve

The reserve is required to meet Bendigo Superannuation Pty Ltd 
licence requirements. 

Cash flow hedge reserve

The reserve records mark‑to‑market movements in relation to 
derivatives that are determined to be in an effective cash flow 
hedge relationship.

Equity reserve for credit losses

The equity reserve for credit losses was initially established to 
meet the requirements of APRA Prudential Standard, APS 220 
Credit Quality, which required a reserve to be held to recognise 
estimated future credit losses which may arise over the life of 
the Group’s lending portfolio. This requirement was removed from 
1 January 2022, however, the Group has prudently maintained 
this reserve pending further clarification.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information152

Other assets and liabilities

24  Investment property

Investment property values reflect the Group’s investment in residential real estate through the Homesafe Trust. The investments 
represent shared equity interest alongside the original home owners in Sydney and Melbourne residential properties.

Opening balance

Additions

Disposals

Homesafe revaluation gain 1

Total investment property

Group

Bank

June 2023

June 2022

June 2023

June 2022

$m

920.3

52.2

(51.5)

36.8

957.8

$m

901.7

51.9

(63.1)

29.8

920.3

$m

$m

—

—

—

—

—

—

—

—

—

—

1.  Homesafe revaluation income in Note 3 of $44.3m (June 2022: $38.5m), includes Homesafe revaluation gain and the profit/(loss) recognised on each contracts’ completion.

The Group has revised the assumptions upon which the 
Homesafe valuation is calculated to ensure consistency with the 
Group’s forecasts for the property market as determined by the 
Economic Outlook Workgroup, taking into account the specific 
characteristics of the portfolio. The Group has applied a discount 
rate of 6.75% (June 2022: 5.75%) and property appreciation 
rates of ‑1.0% for the first year, 2.0% for the second year, and 
5.0% per annum thereafter (June 2022: ‑5.0% for the first year, 
‑2.0% for the second year, and 4.0% per annum thereafter).

Recognition and measurement

Investment properties are measured initially at cost, including 
transaction costs and are then stated at fair value. Gains or 
losses arising from changes in the fair values of investment 
properties are recognised in the Income Statement in the year 
in which they arise.

Valuation methodology

Subsequent to initial recognition, fair value is determined by 
discounting the expected future cash flows of the portfolio, 
taking into account the restrictions on the ability to realise the 
investment property due to contractual obligations. 

Assumptions used in the modelling of future cash flows are 
sourced from market indices of property values (CoreLogic 
regional property indices) and long‑term growth/discount rates 
appropriate to residential property and historical performance 
of contracts that have been closed out. The discounted cash 
flow model is prepared on a monthly basis. Inputs that form part 
of the discounted cash flow model include rates of property 
appreciation/(depreciation), discount rates, selling costs, mortality 
rates and future CPI increases.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  153

24  Investment property continued

Fair value measurement

There are different levels of fair value measurement. When fair value is calculated using inputs that are not based on observable market 
data, then assets will be considered as Level 3 fair value. Investment property has been categorised as a Level 3 fair value based on 
the inputs outlined above.

Sensitivity of Level 3 fair value measurements to reasonably possible alternative assumptions

Valuation 
technique

Significant  
unobservable inputs

Rates of property appreciation 
~ short‑term growth rates:  
Year 1: (1%)  
Year 2: 2%

Range of estimates 
for unobservable inputs

Favourable
change

Unfavourable
change

Year 1: 0%
Year 2: 3%

Year 1: (2%)
Year 2: 1%

Discounted 
cash flow

Rates of property appreciation 
~ long‑term growth rate 5%

6%

4%

Discount rates  
~ 6.75%

5.75%

7.75%

Fair value measurement
sensitivity to 
unobservable inputs

Significant increases in 
these inputs would result 
in higher fair values.

Significant increases in 
these inputs would result 
in higher fair values.

Significant increases in 
these inputs would result 
in lower fair values.

Effect of reasonably possible
alternative assumptions

Favourable
change

Unfavourable
change

$17.6m

($17.3)m

$78.9m

($69.7)m

$99.0m

($85.2)m

Where valuation techniques use non‑observable inputs that are significant to a fair value measurement in its entirety, changing these 
inputs will change the resultant fair value measurement.

The most significant inputs impacting the carrying value of the investment property are the long‑term growth rates and the discount 
rates. There are interdependencies between a number of the assumptions made which mean that no single factor is likely to move 
independent of others, however, the sensitivities disclosed above assume all other assumptions remain unchanged.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information154

Other assets and liabilities

25  Goodwill and other intangible assets

Group

Software
under
development
$m

Customer
relationship
$m

Goodwill
$m

Software
$m

Carrying amount as at 1 July 2022

1,527.5

157.0

Additions

Impairment charge 1

Transfer to software

Amortisation of acquired intangibles

Amortisation of internally 
developed intangibles

—

—

—

—

—

Closing balance as at 30 June 2023

1,527.5

$m

Carrying amount as at 1 July 2021

1,437.5

Additions 2

Transfer to software

Write off on disposal

Amortisation of acquired intangibles

Amortisation of internally 
developed intangibles

91.3

—

(1.3)

—

—

Closing balance as at 30 June 2022

1,527.5

—

(39.3)

34.2

(4.4)

(32.5)

115.0

$m

95.4

22.0

76.3

—

(3.3)

(33.4)

157.0

110.0

120.0

(8.3)

(34.2)

—

—

187.5

$m

82.5

103.8

(76.3)

—

—

—

110.0

$m

$m

$m

Carrying amount as at 1 July 2022

1,470.4

157.0

Additions

Impairment charge 1

Transfer to software

Amortisation of acquired intangibles

Amortisation of internally 
developed intangibles

—

—

—

—

—

Closing balance as at 30 June 2023

1,470.4

$m

Carrying amount as at 1 July 2021

1,380.4

Additions 2

Transfer to software

Write off on disposal

Amortisation of acquired intangibles

Amortisation of internally 
developed intangibles

91.3

—

(1.3)

—

—

Closing balance as at 30 June 2022

1,470.4

—

(39.3)

34.2

(4.4)

(32.5)

115.0

$m

95.3

22.0

76.3

—

(3.3)

(33.3)

157.0

109.9

120.0

(8.2)

(34.2)

—

—

187.5

$m

82.5

103.7

(76.3)

—

—

—

109.9

Other
acquired

  intangibles 3

$m

1.4

—

—

—

4.0

—

—

—

(0.6)

(1.3)

—

3.4

$m

4.6

—

—

—

—

0.1

$m

3.5

—

—

—

(0.6)

(2.1)

—

4.0

Bank

$m

4.0

—

—

—

—

1.4

$m

0.6

—

—

—

(0.6)

(0.6)

—

3.4

$m

4.6

—

—

—

—

—

$m

2.0

—

—

—

(0.6)

(1.4)

—

4.0

—

0.6

Trustee
licence
$m

Total
$m

8.4

1,808.3

—

—

—

—

—

8.4

$m

8.4

—

—

—

—

—

120.0

(47.6)

—

(6.3)

(32.5)

1841.9

$m

1,631.9

217.1

—

(1.3)

(6.0)

(33.4)

8.4

1808.3

$m

$m

—

—

—

—

—

—

—

1,741.9

120.0

(47.5)

—

(5.6)

(32.5)

1,776.3

$m

$m

—

—

—

—

—

—

—

1,564.8

217.0

—

(1.3)

(5.3)

(33.3)

1,741.9

1.  In FY23, an impairment expense of $47.6m was recognised against the Group’s software intangible balances. This includes a $39.3m impairment against assets in use, and an 
$8.3m impairment of software under development. As the Group continues to invest in new capabilities and technologies, legacy assets will necessarily be retired. In accordance 
with AASB 136 Impairment of Assets, an impairment of such assets is recorded where the carrying value exceeds the recoverable amount. A majority of the impairment loss is 
recorded in the Corporate segment for the purposes of AASB 8 Operating Segments, with a small component of the impairment recorded in the Consumer segment. 

2.  Goodwill and software additions in FY22 relate to the acquisition of Ferocia Pty Ltd. Goodwill disposals include disposals as part of the sale of Community Insurance 

Solutions Pty Ltd and the debtor finance business. 

3.  These assets include customer lists, management rights and trade names.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  155

25  Goodwill and other intangible assets continued
Intangible assets (other than goodwill) 
Recognition and measurement 

Intangible assets acquired separately are measured at cost on initial recognition. Intangible assets acquired in a business combination 
are measured at fair value at the date of acquisition. 

Following initial recognition, intangible assets are carried at cost less accumulated amortisation and impairment losses. Intangible 
assets with a finite life are amortised over their useful life on a straight line basis or in line with the expected benefit realisation and are 
tested at least annually for impairment or when there is an indicator that impairment may exist. Intangible assets with indefinite useful 
lives, not yet available for use or not capable of generating largely independent cash flows are tested for impairment in the same way 
as goodwill. The amortisation period and method are reviewed at each financial year end for all intangible assets. 

Software includes both purchased and internally generated software. The cost of internally generated software comprises all directly 
attributable costs necessary to create, produce and prepare the software to be capable of operating in the manner intended by 
management. Costs incurred in the ongoing maintenance of software are expensed as incurred. 

Gains or losses arising from the disposal of an intangible asset are measured as the difference between the sale proceeds and the 
carrying amount of the asset and are included in the Income Statement in the year of disposal. 

Software-as-a-Service (SaaS) arrangements 

The Group enters into arrangements with software providers which provide the Group with the right to access the suppliers’ cloud‑
based software over a contracted period. The Group incurs ongoing access fees for use of the software, in addition to costs in 
implementing the service. Ongoing access fees are expensed over the contract period. Where implementation costs relate to the 
development of software or code for on‑premise systems that the Group controls; the Group may capitalise these costs to the extent 
they meet the recognition criteria for an intangible asset. To the extent implementation costs relate to configuring or customising a 
SaaS providers’ software, the Group will make an assessment of whether to expense the costs over the contract period or as the 
configuration and customisation services are performed based on: 

1.  Who performs the configuration and customisation services; and (if applicable) 

2.  Whether the performance obligations in the contract are distinct. 

In completing the impairment tests for the Group’s intangibles, management is required to make judgements, estimates and 
assumptions that affect the recoverable amount of the asset. Management make these judgements, estimates and assumptions on 
information available when the financial statements are prepared. Changes to these judgements, estimates and assumptions may 
occur in the future which are beyond the control of the Group. Such changes will be reflected in the assumptions when they occur. 

A summary of the policies applied to the Group’s intangible assets (excluding goodwill) are as follows: 

Useful lives 

Method used

Trustee Licence

Indefinite

Software

Finite

Intangible assets acquired 
in a business combination

Finite

Not amortised or revalued

Straight line over 2.5 – 10 yrs

Straight line over 2 – 15 yrs

Internally generated/acquired

Acquired

Internally generated or acquired

Acquired

Impairment test/recoverable 
amount testing

Annually and when an 
indicator of impairment exists

When an indicator 
of impairment exists

When an indicator of 
impairment exists

Goodwill 
Recognition and measurement 

Goodwill acquired in a business combination is initially measured at cost. Cost is measured as the consideration paid for the business 
minus the fair value of the identifiable net assets acquired. Following initial recognition, goodwill is measured at cost less accumulated 
impairment losses. Where a business is divested, goodwill attributable to the sale is measured on the basis of the relative value of the 
operation disposed of and the portion of the CGU retained.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
156

Other assets and liabilities

25  Goodwill and other intangible assets continued

Impairment of goodwill 

Goodwill is allocated to cash generating units (CGUs) for the purposes of impairment testing, which is undertaken at the lowest level 
at which goodwill is monitored for internal management purposes. Impairment testing is performed at least annually, or when there is 
an indicator of impairment, by comparing the recoverable amount of a CGU with its carrying amount. The carrying amount of a CGU 
is based on its assets, liabilities and allocated goodwill. The recoverable amount of a CGU is the higher of its fair value less cost to sell 
and its value in use. If the recoverable amount is less than the carrying value, an impairment loss is charged to the Income Statement. 
The impairment loss will be recorded initially against any goodwill allocated to the CGU, followed by other assets of the CGU on a 
pro‑rata basis, subject to the requirements in AASB 136 Impairment of Assets.  

Key assumptions and estimates

Cash flows
The recoverable amount of each CGU is determined using a value in use calculation. In determining value in use, the estimated future 
cash flows for each CGU are discounted to their present value using a post‑tax discount rate. The basis for estimated future cash flows 
is the Group’s target which is developed annually and approved by management and the Board, and the Group’s five year strategic plan. 
A terminal growth rate is applied to extrapolate cash flows beyond the initial five year period for each CGU. The value in use calculations 
are compared against other valuations prepared using various approaches to calculate the Group’s fair value less cost to sell.

The assumptions made in determining value in use have been based on reasonable and supportable information as at 30 June 2023 
and include the following: 

 • Cash flows are based on the Group’s FY24 target and five‑year strategic plan, with specific adjustments as required by accounting 

standards, for non‑cash items and to account for inherent uncertainties in longer‑term forecasting.

 • Cash flows are based on past performance, established divisional strategies and management’s expectations of future conditions 

(including the expected tangible benefits from the Board approved transformation initiatives). 

 • Terminal growth rate of 2.5% (June 2022: 2.5%), as a representation of long‑term growth rates, including inflation, in Australia. 

Post-tax discount rate

The post‑tax discount rate used is based on the weighted average cost of capital for each CGU and reflects current market assessments 
of the risks specific to the CGU for which future estimates of cash flows have not been adjusted. Management has included a 75bps 
risk premium in the post‑tax discount rate to reflect the inherent uncertainties in forecasting cash flows in the current environment. 

The table below contains the carrying value of goodwill and other indefinite useful life intangible assets for each CGU, together with 
the post‑tax discount rates used in the calculation of the recoverable amount.

Goodwill

Other indefinite  
useful life assets

Post-tax discount rate

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

June 2023
%

June 2022
%

Consumer

Business & Agribusiness

1,285.1

242.4

1,285.1

242.4

8.4

—

8.4

—

11.01%

11.13%

10.15%

10.27%

Sensitivity to changes in assumptions 

The measurement of the CGUs recoverable amount is most sensitive to changes in net interest income and expenses. As a result, if 
the Group experiences a significant reduction in assumed asset growth or net interest margin, or a significant increase in assumed 
expenses, this may impact the assessment of the Group’s goodwill balances.  

The table below details the movements in net interest income and operating expense growth rates, and post‑tax discount rates 
that would result in an impairment. These sensitivities assume the specific assumption moves in isolation, with all other assumptions 
held constant. Growth rate sensitivities are cumulative and adjust the growth rates applied to FY25‑FY28 within the cash flow. 
Management believes that any reasonably possible change in other key assumptions would not result in an impairment. 

Consumer

Business & Agribusiness

Growth rates

Headroom

Post tax
discount rate

Net interest
income

Operating
expenses

$m

478.3

154.9

bps

+90

+106

bps

‑137

‑123

bps

+243

+198

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction 
 
 
 
Annual Report 2023  157

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

44.0

62.7

252.0

217.6

8.3

584.6

24.5

50.0

154.4

125.1

4.7

358.7

40.5

62.6

1,265.0

217.5

8.0

21.3

49.8

1,192.9

125.1

4.7

1,593.6

1,393.8

26  Other assets

Accrued income

Prepayments

Sundry debtors

Accrued interest

Deferred expenditure

Total other assets

Recognition and measurement

Prepayments and sundry debtors

Prepayments and sundry debtors are recognised initially at fair value and then subsequently measured at amortised cost using the 
effective interest rate method. Collectability of sundry debtors is reviewed on an ongoing basis. Debts that are known to be uncollectable 
are written off when identified.

Accrued interest

Accrued interest is interest that has been recognised as income on an accrual basis using the effective interest rate method, but is yet 
to be charged to the loan or receivable.

27  Other payables

Lease liability

Accrued expenses and outstanding claims

Accrued interest

Prepaid interest

Total other payables

Recognition and measurement

Lease liability

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

115.8

294.8

287.2

36.4

734.2

148.9

290.7

31.3

21.5

492.4

115.8

290.5

287.2

—

693.5

148.9

286.3

31.3

—

466.5

A lease liability is recorded in the Balance Sheet at the inception of a lease contract. The lease liability is initially measured at the 
present value of the lease payments that have not been paid at the commencement date, discounted using the Group’s incremental 
borrowing rate. The lease liability is subsequently measured at amortised cost using the effective interest method. It is remeasured 
when there is a lease modification that is not accounted for as a separate lease, a change in index or rate applicable, a change in 
the amount payable under a residual value guarantee, or if the Group changes its assessment of whether it will exercise a purchase, 
extension or termination option.

Accrued expenses

Accrued expenses are carried at amortised cost, which is the fair value of the consideration to be paid in the future for goods and 
services received.

Accrued interest

Accrued interest is the interest that is recognised as an expense in the Income Statement but has yet to be paid to the customers’ 
liability account. Interest is recognised using the effective interest rate method.

Prepaid interest

Prepaid interest is the interest received from customers in advance. This interest is recognised in the Income Statement using the 
effective interest rate method.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information158

Other assets and liabilities

28  Provisions

Employee entitlements

Make good provision

Other 1

Closing balance

1.  Other provisions comprises of various other provisions including reward programs and dividends.

Movements in provisions (excluding employee entitlements)

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

110.4

12.2

3.7

126.3

105.4

13.0

3.8

122.2

80.6

12.2

3.7

96.5

105.4

13.0

3.8

122.2

Make good provision

Group

Other 

Total

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

13.0

0.8

(1.6)

12.2

$m

13.0

0.8

(1.6)

12.2

12.9

0.8

(0.7)

13.0

$m

12.9

0.8

(0.7)

13.0

3.8

319.5

(319.6)

3.7

Bank

$m

3.8

319.5

(319.6)

3.7

3.5

289.1

(288.8)

3.8

$m

3.4

289.1

(288.7)

3.8

16.8

320.3

(321.2)

15.9

$m

16.8

320.3

(321.2)

15.9

16.4

289.9

(289.5)

16.8

$m

16.3

289.9

(289.4)

16.8

Opening balance

Additional provision recognised

Amounts utilised during the year

Closing balance

Opening balance

Additional provision recognised

Amounts utilised during the year

Closing balance

Employee benefits 

The table below shows the individual balances for employee benefits:

Annual leave

Other employee payments

Long service leave

Sick leave bonus

Closing balance

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

35.9

17.2

51.0

6.3

37.5

10.0

52.2

5.7

110.4

105.4

24.5

17.2

32.6

6.3

80.6

37.5

10.0

52.2

5.7

105.4

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  159

28  Provisions continued

Recognition and measurement

Make good provision 

Upon initial recognition of a lease contract, to which the Group 
acts as a lessee, a provision is recorded in the Balance Sheet. 
The provision is to recognise the present value of the estimated 
expenditure required to remove any leasehold improvements. 
These costs have been capitalised as part of the cost of 
leasehold improvements and are amortised over the shorter of 
the term of the lease and the useful life of the assets.

Other

A provision for dividends payable is not recognised as a 
liability unless the dividend is declared, determined or publicly 
recommended on or before the reporting date.

The provision of rewards program is to recognise the liability to 
customers in relation to points earned by them under the program. 
Reward points expire after three years. The balance will be utilised 
or forfeited during that period.

Provisions are recognised when the Group has a legal, equitable 
or constructive obligation to make a future sacrifice of economic 
benefits to other entities as a result of past transactions or 
other past events, and it is probable that a future sacrifice of 
economic benefits will be required and a reliable estimate can 
be made of the amount of the obligation.

If the effect of the time value of money is material, provisions are 
determined by discounting the expected cash flows at a pre‑tax 
rate that reflects current market assessments of the time value 
of money and, where appropriate, the risks specific to the liability.

Where discounting is used the increase in the provision due to 
the passage of time is recognised as a finance cost.

Employee entitlements

Annual leave and long service leave provisions are measured as 
the present value of expected future payments for the services 
provided by employees up to the reporting date. The provision 
is measured at the amounts that are expected to be paid 
when the liabilities are settled. Expected future payments are 
discounted using corporate bond rates. 

Annual leave is accrued on the basis of full pro‑rata entitlement 
and amounts are estimated to apply when the leave is paid. 
It is anticipated that annual leave will be paid in the ensuing 
twelve months.

Long service leave has been assessed at full pro‑rata entitlement 
in respect of all employees with more than one year of service. 
The assessment considers the likely number of employees that 
will ultimately be entitled to long service leave, estimated future 
salary rates and on‑costs. 

Sick leave bonus provides an entitlement dependent on an 
employee’s years of service and unused sick leave and is paid 
on termination.  

Other employee payments include short‑term incentives and 
are expected to be paid in the ensuing twelve months.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information160

Other disclosure matters

29  Cash flow statement reconciliation

Profit after tax

Non-cash items

Credit expenses/(reversals)

Amortisation

Depreciation (including leasehold improvements)

Revaluation increment/(decrement)

Equity settled transactions

Share of net profit from joint arrangements and associates

Dividends received

Impairment write down

Fair value acquisition adjustments

Revaluation loss on derivatives

Changes in assets and liabilities

(Decrease)/increase in tax provision

Increase in deferred tax assets and liabilities

Decrease/(increase) in derivatives

Increase/(decrease) in accrued interest

Increase/(decrease) in accrued employee entitlements

Increase in other accruals, receivables and provisions

Cash flows from operating activities before changes 
in operating assets and liabilities

(Increase)/decrease in operating assets

Net increase in balance of loans and other receivables

Net decrease/(increase) of investment securities

Increase/(decrease) in operating liabilities

Net increase in balance of deposits

Net increase/(decrease) in balance of other borrowings

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

497.0

488.1

448.4

550.3

36.1

38.8

64.0

5.3

7.0

0.5

(1.2)

52.2

13.4

2.2

(9.8)

(22.6)

33.3

178.3

5.0

(374.4)

(23.4)

39.4

59.8

10.1

4.5

(1.4)

(4.9)

—

11.3

—

6.4

(6.4)

(11.3)

(16.8)

1.3

(93.6)

71.4

38.1

64.0

(2.6)

7.0

0.5

(8.7)

63.2

11.3

2.2

(9.8)

(18.8)

33.3

163.5

(24.8)

(307.0)

(24.6)

38.6

59.8

5.9

4.5

(1.4)

(89.5)

—

11.3

—

6.4

(103.5)

(11.3)

(21.9)

1.3

(180.0)

525.1

463.1

531.2

245.9

(380.5)

2,694.9

(5,666.4)

(6,380.1)

(1,823.9)

2,648.6

(4,418.5)

(7,145.3)

2,726.9

139.3

8,366.8

(33.3)

2,726.5

1,086.7

8,360.4

(275.6)

Net cash flows from/(used in) operating activities

5,705.7

(3,249.9)

5,169.1

(3,233.1)

Cash flows presented on a net basis 
Cash flows arising from the following activities are presented on a net basis in the Cash Flow Statement: 

Loans and other receivables, investment securities, deposits and other borrowings.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  161

30  Subsidiaries and other controlled entities

Subsidiaries 

Bendigo and Adelaide Bank Limited consolidates a subsidiary (including structured entities) when it controls it. Control is achieved 
when the Bank is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those 
returns through its power over the entity.

When assessing whether the Bank has power over an entity, and therefore, control over the variability of its returns, consideration is 
given to all relevant facts and circumstances, including:

 • voting rights currently exercisable;

 • the purpose and design of the entity;

 • the relevant activities and how decisions about those activities are made and whether the Bank can direct those activities;

 • contractual arrangements such as call rights, put rights and liquidation rights.

Subsidiaries prepare financial reports for consolidation in accordance with the Group’s accounting policies. When necessary, 
adjustments are made to bring their accounting policies in line with the Group’s accounting policies.

All inter‑group assets, liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group have 
been eliminated in full on consolidation. Where a controlled entity has been sold or acquired during the year its operating results have 
been included to the date control ceased or from the date control was obtained.

The following table presents the material subsidiaries of the Group. A subsidiary has been considered to be material where the assets 
are more than 0.5% of total Group assets.

Chief entity and Ultimate parent

Bendigo and Adelaide Bank Limited 

Principal activities

Banking

Other entities

Homesafe Trust

Leveraged Equities Ltd

Principal activities

Homesafe product financier

Margin lending

All entities are 100% owned and incorporated in Australia. 

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information162

Other disclosure matters

30  Subsidiaries and other controlled entities continued

Investments in controlled entities

The Bank’s investment in controlled entities are disclosed in the table below. 

At cost

Total investments in controlled entities

Significant restrictions

Bank

June 2023
$m

June 2022
$m

101.8

101.8

112.8

112.8

The Group does not have any significant restrictions on its ability to access or use its assets and settle its liabilities other than those 
resulting from the supervisory frameworks within which banking subsidiaries operate.  The supervisory framework requires banking 
subsidiaries to keep certain levels of regulatory capital and liquid assets, limit their exposure to other parts of the Group and comply 
with other ratios.

Recognition and measurement

The Group classifies all entities where it owns 100% of the shares and in which it controls as subsidiaries. Investments in subsidiaries 
are stated at cost. 

Special Purpose Entities (SPE’s)

The following table presents a list of the material SPEs. An SPE has been considered to be material where the assets are more than 
0.5% of total Group assets. For further information relating to SPEs refer to Note 18.

Entity

Bendigo Covered Bond Trust 1

Torrens Series 2008‑1 Trust

Torrens Series 2008‑4 Trust

Torrens Series 2021‑1 Trust

Torrens Series 2021‑2 Trust

Principal activities

Securitisation 

Securitisation 

Securitisation 

Securitisation 

Securitisation 

1.  The Group established its inaugural Covered Bond Programme (CBP) in October 2022. Refer to Note 18 for further details.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  163

31  Related party disclosures

Subsidiary and controlled entity transactions

Transactions undertaken with subsidiaries (including controlled Special Purpose Entities) are eliminated in the Group’s financial statements. 
Transactions between the Bank and the subsidiary are primarily funded through intercompany loans with no fixed repayment date and 
are repayable upon demand. 

A summary of material transactions (excluding dividends) between the Bank and its subsidiaries during the year were:

Opening balance at beginning of financial year

Net receipts and fees received from/(paid to) subsidiaries

Supplies, fixed assets and services charged to subsidiaries

Net amount owing to subsidiaries

June 2023
$m

June 2022
$m

3,731.4

(1,414.7)

(48.1)

2,268.6

2,575.1

1,198.2

(41.9)

3,731.4

Bendigo and Adelaide Bank Limited provides funding and guarantee facilities to several subsidiary companies.  

These facilities are provided on normal commercial terms and conditions. 

Subsidiary

Sandhurst Trustees Limited

Dividends paid by subsidiaries

Sandhurst Trustees Limited

Other related party transactions 

Joint arrangement entities and associates 

Facility

Guarantee

Drawn/issued at
30 June 2023
$m

—

Limit
$m

0.5

June 2023
$m

June 2022
$m

7.5

84.6

Bendigo and Adelaide Bank Limited has investments in joint arrangement entities and associates which are accounted for using the 
equity method. The investments are initially recorded at cost, and are subsequently adjusted by the Group’s share of the entity’s profit 
or loss. Dividends received reduce the carrying value of the investment. 

Transactions entered into with these related entities principally include commissions received and paid, services and supplies procured 
and fees charged in relation to the provision of banking, administrative and corporate services. These revenue and expense items are 
included in the Group’s Income Statement. The transactions are conducted on the same terms as other third party transactions.

A summary of material transactions excluding dividends between the Group and joint arrangements and associates during the period were:

Commissions and fees paid to joint arrangements and associates

Supplies and services provided to joint arrangements and associates

Amount owing to/(from) joint arrangements and associates

June 2023
$m

June 2022
$m

29.0

0.5

19.5

23.7

0.3

15.3

Bendigo and Adelaide Bank Limited provides loans, guarantees and/or overdraft facilities to joint arrangements and associates. 
The loans have agreed repayment terms which vary according to the nature of the facility. These loans are included in the net amount 
owing from joint arrangements and associates in the above table.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information164

Other disclosure matters

31  Related party disclosures continued

Key management personnel

Key management personnel (KMP) are those persons with authority and responsibility for planning, directing and controlling the 
activities of the Group, directly or indirectly.

The Group’s KMP are those members of the Bendigo and Adelaide Bank Group Executive Committee together with its Non‑executive 
Directors. Further details relating to KMP are located in the Remuneration Report.

The table below details, on an aggregated basis, KMP compensation:

Compensation

Salaries and other short‑term benefits

Post‑employment benefits

Other long‑term benefits

Share‑based payments

Total compensation

June 2023
$’000’s

June 2022
$’000’s

9,308.8

6,868.8

346.4

(38.8)

1,773.9

11,390.3

342.2

55.8

1,751.7

9,018.5

The table below details, on an aggregate basis, KMP equity holdings. The holdings comprise ordinary shares, preference shares, 
performance shares and deferred shares:

Equity holdings

Ordinary shares (includes deferred shares)

Preference shares

Performance Rights

Alignment Rights

Deferred Share Rights

Loan Funded Shares

NED Rights to Shares

Closing balance of equity holdings

June 2023
No.

June 2022
No.

1,276,815

1,317,053

350

350

466,623

325,306

35,146

66,888

—

66,888

1,375,287

1,716,392

4,192

3,785

3,225,301

3,429,774

The table below details, on an aggregated basis, loan balances outstanding at the end of the year between the Group and its KMP:

Loans 1,2

Loans outstanding at the beginning of the year 2

Loans outstanding at the end of the year

Interest paid or payable 3

Interest not charged

June 2023
$’000’s

June 2022
$’000’s

8,274.0

7,149.0

314.0

—

11,330.0

12,493.0

235.0

—

1.  For details related to loans held by Executive KMP and Non‑executive Directors, refer to Section 5 of the Remuneration Report section of the Annual Financial Report.

2.  The balance of loans outstanding relate to Executive KMP and Non‑executive Directors who were in office at the start of, or appointed during, the financial year. Loan 

balances exclude the value of loans provided to Executives under the Loan Funded Share Plan or Employee Share Ownership Plan.

3.  Interest charged may include the impact of an interest off‑set facility.

Loans to directors and senior executives are made in the ordinary course of the Group’s business and on an arm’s length basis. 
The loans are processed and approved in accordance with the Bank’s standard lending terms and conditions.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  165

32  Involvement with unconsolidated entities

The table below describes the types of structured entities that the Group does not consolidate but in which it holds an interest.

Type of structured entity

Nature and purpose

Securitisation vehicles – for 
loans and advances originated 
by third parties

To generate:

 • external funding for third parties; and

 • investment opportunities for the Group.

Interest held by the Group

Investments in notes or bonds 
issued by the vehicles

These vehicles are financed through the issue of notes or bonds 
to investors.

Managed investment funds

To generate:

 • a range of investment opportunities for external investors; and

Investment in units issued by 
the funds

 • fees from managing assets on behalf of third party investors 

Management fees

for the Group.

Risks associated with unconsolidated structured entities

The following table summarises the carrying values recognised in the Balance Sheet in relation to unconsolidated structured entities, 
together with the maximum exposure to loss that could arise from those interests.

Balance Sheet

Cash and cash equivalents

Financial assets – amortised cost

Financial assets fair value through other comprehensive income

Financial assets fair value through profit and loss

Net Loans and other receivables

Other assets

Total on-balance sheet exposures

Total off‑balance sheet exposures 1

Total maximum exposure to loss

1.  Relates to undrawn funding limits.

Managed
investment
funds

Securitisation
vehicles

Managed
investment
funds

Securitisation
vehicles

June 2023
$m

June 2023
$m

June 2022
$m

June 2022
$m

0.1

—

—

9.4

—

9.5

—

9.5

—

186.4

3.2

—

2,279.9

4.6

2,474.1

197.4

2,671.5

0.1

—

8.7

—

—

—

8.8

—

8.8

—

184.0

8.7

—

2,104.9

2.0

2,299.6

29.6

2,329.2

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information166

Other disclosure matters

32  Involvement with unconsolidated entities continued

Maximum exposure to loss

For loans and other receivables, the maximum exposure to loss is the current carrying value of these interests representing the 
amortised cost at reporting date, in addition to any undrawn funding limits.

The following table summarises the Group’s maximum exposure to loss from its involvement with unconsolidated structured entities.

Cash and cash equivalents

Senior notes

Investment

Carrying
amount

Maximum
loss 
exposure

Carrying
amount

Maximum
loss 
exposure

June 2023
$m

June 2023
$m 

June 2022
$m

June 2022
$m 

0.1

0.1

0.1

0.1

2,474.1

2,671.5

2,299.6

2,329.2

9.4

9.4

8.7

8.7

2,483.6

2,681.0

2,308.4

2,338.0

Significant restrictions 

Managed Investment funds

Sandhurst Trustees Limited (STL), a subsidiary of the Group, acts 
as a responsible entity for certain managed investment funds. 
The decision‑making rights of the fund are restricted to the 
Product Disclosure Statements. The fees received by STL are 
not variable, are commensurate with the services provided and 
are consistent with similar funds in the market. Where STL holds 
investments in the funds, an assessment of the Group’s power 
over the relevant activities of the Fund and the significance of its 
exposure to variable returns is completed to determine whether 
the Fund should be consolidated.

Community Banks

Community Banks are not consolidated by the Group as the 
Group does not have power to govern decision making. While the 
Group’s returns are variable they are calculated as a percentage 
of the gross margin. In some cases the Group holds shares in 
Community Bank branches and has representation on the Board. 
These shares are held as investments and are accounted for 
using the equity method. Consolidation of a Community Bank 
Branch would occur when the Group has power to affect returns 
through a majority representation on the Board.

There are no significant restrictions imposed by any 
unconsolidated structured entity on the Group’s ability to access 
or use its assets or settle its liabilities.  

Recognition and measurement

A structured entity is an entity that has been designed so that 
voting or similar rights are not the dominant factor in deciding 
who controls the entity. Involvement with structured entities 
varies and includes debt financing of these entities as well as 
other relationships. A review is undertaken to determine the 
involvement the Group has and whether the involvement with 
these entities results in significant influence, joint control or 
control over the structured entity. The structured entities over 
which control can be exercised are consolidated. These entities 
are outlined in Note 30.

The Group has no contractual arrangements that would require it 
to provide financial or other support to an unconsolidated entity. 
The Group has not previously provided financial support, and has 
no intention to provide such support to these entities.

Securitisation vehicles

The Group has exposure to a number of securitisation vehicles 
through Residential Mortgage Backed Securities (RMBS). 
Securitisations involve transferring assets into an entity 
that sells interests to investors through the issue of debt or 
equity notes. The notes are secured by the underlying assets 
transferred to the vehicles, and generally hold a number of 
levels of subordination, with the residual income paid to the 
most subordinated investor. The Group does not hold any 
mezzanine notes in the unconsolidated structured entities it 
invests in, and does not receive any residual income. The Group 
does not act as the primary trust manager or servicer of any 
of its unconsolidated structured entities.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  167

33  Fiduciary activities

The Group conducts investment management and other fiduciary activities as responsible entity, trustee, custodian or manager for a 
number of funds and trusts, including superannuation, unit trusts and mortgage pools.  

The amounts of the funds concerned are:

Funds under trusteeship

Assets under management

Funds under management

Recognition and measurement

The assets and liabilities of these trusts and funds are not 
included in the consolidated financial statements as the Group 
does not have direct or indirect control of the trusts and funds. 
Commissions and fees earned in respect of the activities are 
included in the Income Statement of the Group.

Group

June 2023
$m 

June 2022
$m  

6,665.2

3,090.4

3,574.8

6,680.0

2,928.5

3,751.5

As an obligation arises under each type of duty, the amount 
of funds has been included where that duty arises. This may 
lead to the same funds being shown more than once where 
the Group acts in more than one capacity in relation to those 
funds (e.g. manager and trustee). Where controlled entities, as 
trustees, custodian or manager incur liabilities in the normal 
course of their duties, a right of indemnity exists against the 
assets of the applicable trusts. As these assets are sufficient to 
cover liabilities, and it is therefore not probable that the Group 
will be required to settle them, the liabilities are not included 
in the financial statements.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information168

Other disclosure matters

34  Share‑based payment plans

Bendigo and Adelaide Bank has multiple employee share‑based payment plans. The share‑based payment plans form an integral 
part of the Group’s remuneration framework and help create alignment between employees participating in those plans (participants) 
and shareholders. 

Information on the plans currently offered is provided below and further details are outlined in the Remuneration Report. The following 
table shows the expense recorded for share‑based payment plans during the year:

June 2023
$m

June 2022
$m

 5.4 

 1.5 

 0.1 

 7.0 

 3.2 

 1.1 

 0.2 

 4.5 

Where the terms of an equity‑settled share‑based payment 
are modified and the expense increases as a result of the 
modification, the increase is recognised over the remaining 
vesting period. When a modification reduces the expense, there 
is no adjustment, and the pre‑modification cost continues to 
be recognised.

Where an equity‑settled award does not ultimately vest, 
expenses are not reversed; except for awards where vesting 
is conditional upon a non‑market condition, in which case all 
expenses are reversed in the period in which the award lapses.

Cash-settled share-based payments  

Cash‑settled share‑based payments are recognised when the 
terms of the arrangement provide the Bank with the discretion to 
settle in cash or by issuing equity instruments and it has a present 
obligation to settle the arrangement in cash. A present obligation 
may occur where the past practice has set a precedent for 
future settlements in cash.

Cash‑settled share‑based payments are recognised, over 
the vesting period of the award, in the Consolidated income 
statement, together with a corresponding liability. The fair 
value is measured on initial recognition and re‑measured at 
each reporting date up to and including the settlement date, 
with any changes in fair value recognised in the Consolidated 
income statement. Similar to equity‑settled awards, numbers of 
instruments expected to vest are reviewed at each reporting 
date and any changes are recognised in the Consolidated 
income statement and corresponding liability. The fair value is 
determined using appropriate valuation techniques at grant date 
and subsequent reporting dates.

Plans

Performance and Share Rights

Loan Funded Shares

Deferred Shares

Total share-based payments expense

Accounting Policy 

The cost of the employee services received in respect of shares 
or rights granted is recognised in the Income Statement over the 
period the employee provides the services, generally the period 
between the grant date and the vesting date of the shares 
or rights. The overall cost of the award is calculated using the 
number of shares or rights expected to vest and the fair value of 
the shares or rights at the grant date.

Recognition and Measurement

The shares or rights are recognised at fair value at the grant 
date and expensed to staff expenses over the vesting period, 
with a corresponding increase in reserves. If the shares do 
not vest because of market conditions, the Employee Benefits 
Reserve is cleared to Retained Earnings.  If the shares do not vest 
because of service or performance conditions not being met, the 
Employee Benefits Reserve is cleared to Profit or Loss.

Fair value methodology 

The fair value of shares or rights granted under the various Plans 
takes into account the terms and conditions upon which the 
shares or rights were granted.

Equity-settled share-based payments 

The cost of equity‑settled share‑based payments is measured 
using their fair value at the date on which they are granted. 
The fair value calculation takes into consideration a number of 
factors, including the likelihood of achieving market‑based vesting 
conditions such as total shareholder return (market conditions).

The cost of equity‑settled share‑based payments is recognised 
in the Consolidated income statement, together with a 
corresponding increase in the share‑based payment reserve 
(SBP reserve) in equity, over the vesting period of the instrument. 
At each reporting date, the Bank reviews its estimates of 
the number of instruments that are expected to vest and 
any changes to the cost are recognised in the Consolidated 
income statement and the SBP reserve, over the remaining 
vesting period.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  169

34  Share‑based payment plans continued
Plan overview
Performance rights

The Managing Director and Executive KMP receive their long‑term incentive in performance rights. Incentives are subject to downward 
adjustments through ongoing risk assessments and/or consequence management process. All awards are subject to the Clawback 
and Malus Policy. 

These arrangements are summarised below:

Long-term Incentive

Managing Director & CEO

Executive KMP

Performance rights give the participant 
the right to acquire one fully paid 
ordinary share in Bendigo and Adelaide 
Bank upon meeting specific hurdles. 
They are granted at no cost to the 
participant and carry no dividend or 
voting rights until they vest. 

Performance is assessed against; 
Relative Total Shareholder Return, Return 
on Equity, Relative Customer Advocacy, 
Relative Reputation.

In FY23 the Managing Director received a grant of 
performance rights in accordance with the terms 
approved by shareholders at the 2022 AGM. 

The FY23 performance rights grant has a four‑
year performance period and will be tested on 
30 June 2026. 

Following testing, tranches 2 & 3 of the grant 
remain subject to further conditions including a 
service period and risk gateway until 30 June 
2027 and 30 June 2028 respectively.

In FY23 the Executive received a 
grant of performance rights with a 
four‑year performance period and 
will be tested on 30 June 2026. 

Following testing, tranche 2 will 
remain subject to further conditions 
including a service period and risk 
gateway until 30 June 2027. 

Performance rights valuation

The fair value is determined using a Black Scholes Merton valuation method incorporating a Monte Carlo Simulation option pricing 
model taking into account the terms and conditions upon which the rights were granted. The valuations are based on the 5‑day volume 
weighted average share price measured over the 5‑day trading period prior to the start of the award’s valuation period. Assumptions 
regarding the dividend yield and volatility have been estimated based on dividend yield and volatility over the relevant period.  

The following table shows the factors considered in determining the value of the performance rights granted during the period. 
No awards are exercisable at exercisable at year end.

CEO & Managing Director

Grant date

14/11/2022

14/11/2022

14/11/2022

Executive KMP

Grant date

14/11/2022

14/11/2022

Share price

Contractual
life (years)

Dividend
yield

$8.84

3.88 years

$8.84

4.88 years

$8.84

5.88 years

6.00%

6.00%

6.00%

Share price

Contractual
life (years)

Dividend
yield

$8.84

3.88 years

$8.84

4.88 years

6.00%

6.00%

Risk-free
interest rate

Fair value
of rTSR

Fair value of
ROE, NPS,
Reputation

3.34%

3.42%

3.49%

$3.64

$3.34

$3.14

$7.01

$6.60

$6.21

Risk-free
interest rate

Fair value
of rTSR

Fair value of
ROE, NPS,
Reputation

3.34%

3.42%

$3.64

$3.34

$7.01

$6.60

Volatility

31.72%

29.65%

28.65%

Volatility

31.72%

29.65%

The following table shows the movement in number of performance rights outstanding during the period:

Performance rights 

Opening balance 

Granted during the year

Lapsed during the year

Exercised during the year

Closing balance 

June 2023

June 2022

 352,763 

 310,127 

 (77,619)

 460,667 

 100,428 

 (95,932)

 (51,467)

 (112,400)

 533,804 

 352,763 

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
 
170

Other disclosure matters

34  Share‑based payment plans continued

Share Rights 

The Managing Director, Executive KMP, executives and employees may receive share rights as part of their remuneration 
arrangements. Share rights give the participant the right to acquire one fully paid ordinary share in Bendigo and Adelaide Bank after a 
specific service period. They are granted at no cost to the participant and carry no dividend or voting rights until they vest. All awards 
are subject to ongoing employment, compliance with the Clawback and Malus Policy and the Board’s discretion.

These arrangements are summarised below.  

Long-term 
Incentive Plan

Short-term Incentive Plan
Managing Director and Executive KMP

Alignment Rights and Transformation 
Incentive awards are subject to 
continued service and risk gateway 
conditions and may be awarded to 
certain employees as part of their 
overall LTI award. 

STI rewards the achievement of Bank, Divisional 
and individual performance. 

Performance is assessed based on a scorecard 
of; Financial, Customer & Community, People 
& Planet, and Risk and Governance uplift. 

Delivered through a mix of cash (50% and 
deferred rights (50%). 

One‑year deferral period following completion 
of the performance period, adjusted to meet 
regulatory requirements.

Deferred Share Rights

Deferred bonus equity and sign‑on 
awards are subject to continued 
service and risk gateway conditions.

Deferred bonus equity grants are 
made whereby a portion of the 
employee’s annual STI outcome is 
delivered in share rights. 

Sign‑on awards are made to select 
employees to replace STI forgone from 
their previous employer strategy. 

Share rights valuation

The number of share rights granted to Participants was determined by dividing the value of the proposed grant by the volume 
weighted average price of the Company’s shares for the five trading days preceding the allocation date.

The service conditions and risk gateways attached to the Share Rights granted are not considered market‑based conditions under 
AASB 2. Accordingly, a Black‑Scholes‑Merton model to estimate the fair value.

As soon as reasonably practicable at the end of the vesting period, the Board will make an assessment against the Company’s 
overall Risk Gateway to determine whether, and the extent to which, the Share Rights which have not otherwise been forfeited will 
vest. The Board may in its discretion make adjustments to the award to reflect risk outcomes.

The following table shows the factors considered in determining the value of the share rights granted during the period:

Grant date

1/7/2022

Grant date

14/10/2022

11/4/2023

8/5/2023

Grant date

14/11/2022

14/11/2022

Share price

Contractual
life (years)

Dividend
yield

Volatility

Risk-free
interest rate

Fair value

$9.13

1/9/2024

5.81%

31.67%

3.20%

$8.05

Share price

Contractual
life (years)

Dividend
yield

$8.58

$8.79

$8.62

1/9/2024

11/4/2025

8/5/2025

6.18%

6.31%

6.44%

Share price

Contractual
life (years)

Dividend
yield

$8.84

$8.84

30/9/2026

30/9/2027

6.00%

6.00%

Volatility

27.60%

25.48%

25.37%

Volatility

31.72%

29.65%

Risk-free
interest rate

Fair value

3.62%

2.87%

3.07%

$7.64

$8.52

$8.34

Risk-free
interest rate

3.34%

3.42%

Fair value

$7.01

$6.60

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  171

34  Share‑based payment plans continued

The following table shows the movement in number of share rights outstanding during the period. No awards are exercisable at 
exercisable at year end.

Share rights 

Opening balance 

Granted during the year

Lapsed during the year

Exercised during the year

Closing balance

Restricted Shares

June 2023

June 2022

 1,313,852 

—

 893,920 

 1,328,576 

 (20,481)

 (14,724)

 (392,067)

—

 1,795,224 

 1,313,852 

The Managing Director, Executive KMP, executives and employees may receive restricted shares.

These arrangements are summarised below:

Loan Funded Share Plan

Employee Share Plan

Deferred Shares

The Bank established a Loan Funded 
Share Plan (LFSP) in 2020. Under the LFSP, 
eligible employees are provided with a 
non‑recourse loan for the sole purpose of 
acquiring shares in the Bank. The full loan 
term is six years.

The LFSP facilitates immediate share 
ownership by the senior managers and 
links a significant proportion of their 
‘at‑risk’ remuneration to Bendigo and 
Adelaide Bank Limited’s ongoing share 
price and returns to shareholders over 
the performance period. It is designed to 
encourage senior managers to focus on 
the key performance drivers that underpin 
sustainable growth in shareholder value.

There have been no further issues under 
this plan since 2021.

The Bank established a loan based 
limited recourse Employee Share plan 
in 2006. The plan is only available to full 
time and part time employees of the 
Group (excluding Senior Executives and 
the Managing Director). The Plan provides 
employees with a limited recourse interest 
free loan for the sole purpose of acquiring 
fully paid ordinary shares in the Bank.

The shares must be paid for by the 
employee with cash dividends after 
personal income tax being applied to 
repay the loans. Employees cannot 
exercise, dispose of or transfer the 
shares until the loan has been fully repaid.

There have been no further issues under 
this plan since 2008.

Under the Plan, Participants were 
granted deferred shares as part of 
their base remuneration and short‑
term incentive payments.

The number of deferred shares 
granted to Participants is calculated 
by dividing the deferred remuneration 
value by the volume weighted average 
closing price of the Bank’s shares 
for the last five trading days of the 
financial year prior to the year of grant.

There have been no further issues 
under this plan since 2018.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information172

Other disclosure matters

34  Share‑based payment plans continued

Restricted share valuation

The fair value is measured at the date of the grant using the volume weighted average closing price of the Company’s shares traded 
on the ASX for five trading days ending on the grant date.

The following table shows the factors considered in determining the value of the restricted shares granted in prior years. No awards 
are exercisable at year end.

Contractual

Share price

life (years) Dividend yield

Volatility

Risk-free
interest rate

$6.83

$9.18

4‑6 years

4‑6 years

0.00%

0.00%

27.92%

28.93%

0.26%

1.44%

Fair value 

$1.87

$2.70

Grant date

25/11/2020

16/11/2021

Loan Funded Share Plan 1

Opening balance 

Granted during the year

Lapsed during the year

Exercised during the year

Closing balance 

1.  There have been no further issues under this plan since 2021.

Employee Share Plan 1 

Opening balance 

Granted during the year

Lapsed during the year

Exercised during the year

Closing balance 2 

June 2023

June 2022

No.

WAEP $

No.

WAEP $

 2,408,535 

$7.45

 1,635,527 

$6.95

—  

 (300,085)

—  

—

—

—

 954,134 

 (181,126)

—  

—

—

—

 2,108,450 

$6.82

 2,408,535 

$7.45

June 2023

June 2022

No.

WAEP $

No.

WAEP $

 630,883 

$4.74

 705,054 

$5.12

—

—

 (70,584)

 560,299 

—

—

$4.58

$4.31

—

—

 (74,171)

 630,883 

—

—

$4.76

$4.74

1.  There have been no further issues under this plan since 2008.

2.  The closing balance of the Employee Share Plan on 30 June 2023 is represented by 560,299 (2022: 630,883) ordinary shares with a market value of $4,812,968  

(2022 : $5,722,109), exercisable upon repayment of the employee loan.

Deferred Share Pay Plan 1 

Opening balance 

Granted during the year

Lapsed during the year

Exercised during the year

Closing balance 

1.  There have been no further issues under this plan since 2018.

June 2023

June 2022

 57,969 

 111,304 

 2,946 

 4,636 

—

—

 (60,915)

 (57,971)

—

 57,969 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroduction 
Annual Report 2023  173

35  Commitments and contingencies 

a) 

Commitments and contingent liabilities 

The following are outstanding expenditure and credit related commitments as at 30 June 2023. 

Commitment to provide credit

Guarantees

Documentary letters of credit and performance related obligations

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

12,577.4

12,039.9

10,503.1

10,556.4

243.3

0.5

253.2

2.1

243.3

0.5

253.2

2.1

Comparative information in the above Commitments and contingent liabilities table has been restated to align to methodology 
applied in current financial year.

Recognition and measurement   

Commitment to provide credit 

The Group enters into arrangements with customers that allows them to borrow money in line with specific terms and conditions, 
these commitments are made for a fixed term or subject to cancellation conditions. These arrangements expose the Group to liquidity 
risk when they are called upon and/or credit risk if the customer fails to repay the funds under the terms of their agreement. The 
maximum exposure to credit loss is the contractual or notional amount, which does not reflect future cash requirements of the Group 
as it is expected that a large portion of these values will not be drawn upon. All commitments noted will expire within 12 months.

Guarantees, documentary letters of credit and performance related obligations

Bank guarantees have been issued by the Group on behalf of customers whereby the Group is required to make specified payments 
to reimburse the holders for a loss they may incur because the customer fails to make a payment.

Guarantees, documentary letters of credit and performance related obligations are not recognised on the Balance Sheet. The contractual 
term of the guarantee matches the underlying obligations to which they relate.

The guarantees issued by the Bank are fully secured and the Bank has never incurred a loss in relation to the financial guarantees it 
has provided. As the probability and value of guarantees, documentary letters of credit and performance related obligations that may 
be called on is unpredictable, it is not practical to state the timing of any potential payment.

Legal claims

The Group is engaged in a range of litigation and court proceedings at any point in time. However, no current proceedings or claims 
are expected to have a material effect on the business, financial condition or operating results of the Group. For all litigation exposures 
where loss is probable and can be reliably estimated an appropriate provision is made. The Group has no material provisions raised 
for any current legal proceedings.

Remediation and compensation claims

The Group undertakes ongoing compliance activities, including review of products, advice, conduct and services provided to 
customers, as well as interest, fees and premiums charged.

Some of these investigations and reviews have resulted in remediation programs and where required the Group consults with the 
respective regulator on the proposed remediation action. There is a risk that where a breach has occurred, regulators may also 
impose fines and/or sanctions. 

Provisions are recognised when it is probable an outflow will be required to address a past event and where a reliable estimate is available. 

b) 

Contingent assets

As at 30 June 2023, the economic entity does not have any contingent assets.

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
 
 
174

Other disclosure matters

36  Remuneration of Auditor 

The Group’s external auditor is Ernst & Young (EY). In addition to the audit and review of the Group’s financial reports, EY has provided 
other services throughout the year.

Group

Bank

June 2023
$

June 2022
$

June 2023
$

June 2022
$

Fees to Ernst & Young (Australia) 1

Category 1 – Fees to the group auditor for audit and review of financial statements

1,929,542

1,818,400

1,836,322

1,725,700

Category 2 – Audit related services

464,000

382,000

464,000

382,000

Category 3 – Other assurance services

 • Consolidated entities

 • Non‑consolidated entities

Category 4 – Non‑audit (other) related fees

 • Consolidated entities

560,967

437,769

523,000

377,722

560,967

523,000

—

—

449,675

400,000

449,675

400,000

Total fees to Ernst & Young (Australia)

3,841,953

3,501,122

3,310,964

3,030,700

1.  Fees exclude goods and services tax (GST). 

Category 1 – Fees to the Group’s auditor for auditing the statutory financial reports of the Group and the Parent, and for auditing the 
statutory financial reports of any controlled entities. 

Category 2 – Fees for assurance services that are required by legislation to be provided by the external auditor. These services include 
assurance of the Group’s compliance with Australian Financial Services Licensing requirements. 

Category 3 – Fees for other assurance and agreed‑upon‑procedures services under other legislation or contractual arrangements 
where there is discretion as to whether the service is provided by the external auditor or another firm. These services include 
regulatory compliance reviews, agreed‑upon procedures, comfort letters, assurance of the Group’s sustainability reporting, systems 
assurance and controls reviews. This category also includes assurance services provided to non‑consolidated trusts of which a Group 
entity is trustee, manager, or responsible entity, and the non‑consolidated Group superannuation fund. 

Category 4 – Fees for other services. 

The Group has processes in place to maintain the independence of the external auditor, including the nature of expenditure on  
non‑audit services. EY also has specific internal processes in place to ensure auditor independence. 

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  175

37  Leases 
A) 

Leases as lessee 

Recognition and measurement 

As a lessee the Group leases many assets including property, IT equipment, ATMs and motor vehicles. The Group records right‑of‑use 
assets (ROUA) and lease liabilities for most of its lease contracts, with the exception of short‑term and leases of low‑value whereby 
lease payments are expensed on a straight line basis over the lease term. 

i)   Right-of-use assets (ROUA) relate to leased branch and office premises that are  
included in the balance of property, plant and equipment in the Balance Sheet.

ROUA

Opening balance as at 1 July 

Depreciation charge

Additions

Remeasurements

Disposals

Impairments 1

Closing balance as at 30 June

Properties

Other

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

114.1

(39.5)

10.2

7.4

—

(2.4)

89.8

133.6

(40.1)

13.8

6.8

—

—

114.1

5.9

(3.8)

0.8

—

—

—

2.9

11.1

(5.1)

0.8

(0.8)

(0.1)

—

5.9

1.  During the year the Group considered the utilisation of head office workspaces due to staff engaging in a hybrid working model. As a result, there was a decision to mothball 

some head office spaces, resulting in an impairment for the affected Right of Use Assets.

ii)   Amounts recognised in the Income Statement:

Depreciation charge of ROUA

Properties

Other

Total depreciation expense ROUA

Interest on lease liabilities

Expenses relating to short‑term leases

Expenses relating to leases of low value assets, excluding short‑term leases of low value assets 

Expenses relating to impairment of leases

iii)  Amounts recognised in the Cash Flow Statement:

Total cash outflow for leases

Group

June 2023
$m

June 2022
$m

39.5

3.8

43.3

4.0

1.4

0.1

2.4

36.9

5.1

42.0

4.9

1.7

0.2

—

Group

June 2023
$m

June 2022
$m

50.5

50.3

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information176

Other disclosure matters

37  Leases continued
Leases as lessor
B) 

Recognition and measurement

The Group sub‑leases some of its properties. As of 1 July 2019, the Group accounts for its interests in the head lease and the  
sub‑lease separately and assesses the lease classification of a sub‑lease with reference to the ROUA arising from the head lease, 
rather than the underlying asset. The Group has defined the sub‑leases to be operating leases and as a consequence recognises 
lease income from the sub‑lease in the Income Statement on a straight line basis over the lease term.

Rental income recognised by the Group during the year ended 30 June 2023 was $4.6 million (30 June 2022: $4.4 million).

The following table sets out the maturity analysis of lease payments, showing the undiscounted lease payments to be received after 
the reporting date.

Less than one year

One to two years

Two to three years

Three to four years

Total

Group

Bank

June 2023
$m

June 2022
$m

June 2023
$m

June 2022
$m

4.7

4.3

1.7

—

5.1

4.1

4.0

1.5

4.7

4.3

1.7

—

5.1

4.1

4.0

1.5

10.7

14.7

10.7

14.7

38  Events after balance sheet date 

No matters or circumstances have arisen since the end of the half year to the date of this report which significantly affected or may 
significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in subsequent 
financial periods.

Message from our ChairMessage from our CEO & MDYear in ReviewIntroductionAnnual Report 2023  177

Directors’ declaration

In accordance with a resolution of the directors of Bendigo and Adelaide Bank Limited, we state that:

In the opinion of the directors:

a)  the financial statements and notes of the Company and the Bendigo and Adelaide Bank Group are in accordance with the 

Corporations Act 2001, including:

i)  giving a true and fair view of the Company’s and the Bendigo and Adelaide Bank Group’s financial position as at 30 June 2023 

and of its performance for the year ended on that date; and

ii)  complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and 

Corporations Regulations 2001; and

b)  the financial statements and notes also comply with International Financial Reporting Standards as disclosed in note 2; and 

c)  there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable;

d)  this declaration has been made after receiving the declarations required to be made to the directors in accordance with section 295A 

of the Corporations Act 2001 for the financial year ending 30 June 2023.

On behalf of the Board,

Jacqueline Hey 
Chair

11 September 2023

Marnie Baker 
Chief Executive Officer and Managing Director

Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information178

Independent Auditor’s Report

Ernst & Young 
8 Exhibition Street  
Melbourne VIC 3000 Australia 
GPO Box 67 Melbourne VIC 3001 

  Tel: +61 3 9288 8000 
Fax: +61 3 8650 7777 
ey.com/au 

Independent auditor’s report to the Members of Bendigo and Adelaide Bank 
Limited 

Report on the Audit of the Financial Report 

Opinion 
We have audited the financial report of Bendigo and Adelaide Bank Limited (the Company) and its 
subsidiaries (collectively the Group), which comprises: 
►  The Group consolidated and Company balance sheets as at 30 June 2023;  
►  The Group consolidated and Company income statements, statements of comprehensive income, 

statements of changes in equity and cash flow statements for the year then ended; 

►  Notes to the financial statements, including a summary of significant accounting policies; and  
►  The Directors’ Declaration. 

In our opinion, the accompanying financial report is in accordance with the Corporations Act 2001, 
including: 

a.  Giving a true and fair view of the Company’s and the Group’s financial position as at 30 June 2023 

and of their financial performance for the year ended on that date; and 

b.  Complying with Australian Accounting Standards and the Corporations Regulations 2001. 

Basis for opinion 
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under 
those standards are further described in the Auditor’s responsibilities for the audit of the financial 
report section of our report. We are independent of the Group in accordance with the auditor 
independence requirements of the Corporations Act 2001 and the ethical requirements of the 
Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional 
Accountants (including Independence Standards) (the Code) that are relevant to our audit of the 
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with 
the Code.  

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis 
for our opinion. 

Key audit matters 
Key audit matters are those matters that, in our professional judgment, were of most significance in 
our audit of the financial report of the current year. These matters were addressed in the context of 
our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide 
a separate opinion on these matters. For each matter below, our description of how our audit 
addressed the matter is provided in that context. 

We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the 
financial report section of our report, including in relation to these matters. Accordingly, our audit 
included the performance of procedures designed to respond to our assessment of the risks of 
material misstatement of the financial report. The results of our audit procedures, including the 
procedures performed to address the matters below, provide the basis for our audit opinion on the 
accompanying financial report. 

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Annual Report 2023  179

Page 2 

Allowance for credit losses 

Why significant 

At 30 June 2023 the allowance for credit 
losses includes individually assessed credit 
provision of $47.8 million and collectively 
assessed credit provisions of $238.5 million 
as disclosed in Notes 11 Impairment of loans 
and advances and 21 Risk management.  

The allowance for expected credit losses is 
determined in accordance with Australian 
Accounting Standards and is subject to a 
number of significant judgements, such as: 

• 

the identification of exposures with a 
significant increase in credit risk; 

•  assumptions used in the expected credit 
loss model (for exposures assessed on an 
individual or collective basis) such as the 
financial condition of the counterparty, 
expected future cash flows and forward-
looking macroeconomic factors, such as 
gross domestic product growth, 
unemployment rates, central-bank 
interest rates and house price indices as 
disclosed in Note 11;  

• 

the incorporation of forward-looking 
information to reflect current or future 
external factors, specifically judgments 
related to current economic uncertainty, 
both in the multiple forward-looking 
scenarios and the probability weighting 
determined for each of these scenarios as 
disclosed in Note 11; and 

•  assumptions used in the calculation of 
overlays, which are used to capture 
known model shortcomings or current 
and future market characteristics that 
are not are not currently captured by the 
Group’s expected credit loss models. 

This was a key audit matter due to the value 
of the provisions and the degree of judgment 
and estimation uncertainty associated with 
the calculations. 

  How our audit addressed the key audit matter 
In addressing the adequacy of the allowance for 
credit losses for exposures assessed on a 
collective basis, our audit procedures included 
the following: 

•  Assessed the Group’s calculation 

methodology against the requirements of 
Australian Accounting Standards. 

• 

• 

Involved our actuarial specialists to test the 
mathematical accuracy of the Group’s models 
and key modelling assumptions, including 
probability of default, exposure at default 
and loss given default assumptions. 

Involved our Economics specialists to assess 
significant macroeconomic assumptions 
incorporated into the Group’s models, 
including the reasonableness of forward-
looking information and scenarios, with 
reference to relevant publicly-available 
macro-economic information and the 
sensitivity of the collectively assessed credit 
provision to changes in such assumptions. 

•  On a sample basis, assessed the operating 
effectiveness of relevant controls used to 
manage the flow of information between 
systems and models related to the 
determination of the allowance for credit 
losses. 

•  On a sample basis, agreed the key loan 

attributes that are used in the models to 
calculate the expected credit loss, through to 
relevant source documentation. 

•  We assessed the basis for, and assumptions 
used in, overlays recognised to capture 
current and future market characteristics 
resulting from current market uncertainty, 
with reference to market data and 
industry/geographic concentrations. 

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180

Independent Auditor’s Report

Page 3 

Allowance for credit losses (cont.) 

Why significant 

  How our audit addressed the key audit matter 

Our audit procedures on the individually 
assessed credit provision included the following 
on a sample basis:  

•  Assessed the reasonableness of internal 
credit quality assessments based on the 
borrowers’ particular circumstances. 

•  Evaluated the associated provisions by 

assessing the reasonableness of key inputs 
into the calculation, with particular focus on 
emerging trends within high-risk industries, 
work out strategies, collateral values and the 
value and timing of recoveries. 

We assessed the adequacy and appropriateness 
of the disclosures associated with credit 
impairment included in the financial report. 

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Annual Report 2023  181

Page 4 

Impairment assessment of goodwill 

Why significant 

At 30 June 2023, goodwill associated with 
historical acquisitions amounts to $1,527.5 
million.  

An impairment assessment is performed each 
year, comparing the carrying value of each 
cash generating unit (CGU), inclusive of 
goodwill balances, with its recoverable 
amount. The recoverable amount of each CGU 
was determined using a value in use 
calculation. This calculation incorporated a 
number of assumptions, including: 

•  forecast future cash flows; 
•  discount rates; and 
•  terminal growth rates. 

Details on the methodology and assumptions 
used in the impairment assessment of 
goodwill are included in Note 25 Goodwill and 
other intangible assets.  

This was a key audit matter due to the value 
of the goodwill balance and the degree of 
judgment and estimation uncertainty 
associated with the impairment assessment.  

  How our audit addressed the key audit matter 
  Our audit procedures included the following: 

•  Assessed whether the models used by the 

Group in the impairment testing of goodwill 
met the requirements of Australian 
Accounting Standards. 

•  Assessed the appropriateness of the CGUs 
identified to which goodwill has been 
allocated. 

•  Agreed the forecast cash flows to the most 
recent forecasts approved by management 
or the Board, considered the reasonableness 
of these forecasts based on the current 
economic environment, and assessed the 
accuracy of the Group’s previous forecasts by 
performing a comparison of historical 
forecasts to actual results. 

• 

Involved our valuation specialists to: 

•  Assess the key assumptions used in the 
impairment assessment with reference 
to market rates and historical 
performance; 

•  Consider the relationship between 

market capitalisation of the Group as at 
30 June 2023 and recent trading history 
relative to net assets;  

•  Test the mathematical accuracy of the 

impairment models; and 

•  Benchmark the implied valuations to 

comparable company trading and control 
valuation multiples. 

•  Assessed the adequacy of the disclosures 

associated with the impairment assessment 
of goodwill included in the financial report. 

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182

Independent Auditor’s Report

Page 5 

  How our audit addressed the key audit matter 
  Our audit procedures included the following: 

•  Assessed the effectiveness of controls over 
new contracts, maintenance and settlement 
processes associated with this product. 

•  Agreed data used in the discounted cash flow 
model for a sample of properties to signed 
contracts. 

•  Assessed whether a sample of new contracts 
and settlements around 30 June 2023 were 
recorded within the correct period. 

• 

Involved our real estate and actuarial 
specialists to assess the key assumptions 
used in the valuation model with reference to 
market rates, historical trends and 
settlements during the year, as well as the 
mathematical accuracy of the model. 

•  Considered the disclosures in respect of the 

investment property and associated 
revaluation gains included in the financial 
report. 

Valuation of investment property   

Why significant 

The Group controls Homesafe Trust. 
Homesafe offers a debt-free equity release 
product to allow customers to release the 
equity in their homes in exchange for a 
capped percentage share of the future sale 
proceeds of the property.  The product is 
accounted for as investment property.  

The Group’s investment property balance as at 
30 June 2023 was $957.8 million and the 
revaluation gain recognised in the current 
year from the Homesafe portfolio was $44.3 
million. The Homesafe investment property 
portfolio is measured at fair value using a 
discounted cash flow model which is 
categorised as level 3 in the fair value 
hierarchy. The valuation of the portfolio is 
subject to judgment in relation to key 
assumptions, including: 
•  expected rates of property appreciation; 
•  discount rates;  
•  mortality rates; and  
•  voluntary exit rates. 

Details on the methodology and assumptions 
used in the calculation of the fair value of 
investment properties are disclosed in Note 
24 Investment property. 

This was a key audit matter due to the value 
of the Group’s investment property portfolio 
and the degree of judgment and estimation 
uncertainty associated with the assumptions, 
particularly the expected rates of property 
appreciation assumption.   

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Annual Report 2023  183

Page 6 

Information Technology (IT) systems and controls over financial reporting 

Why significant 

The Group’s financial reporting process is 
significantly reliant on IT systems with 
automated processes and controls relating to 
the capture, storage and extraction of 
information. 

A fundamental component of these IT controls 
is ensuring that risks relating to inappropriate 
user access management, unauthorised 
program changes and IT operating protocols 
are addressed. 

  How our audit addressed the key audit matter 
  Our audit procedures in this area were 

conducted with the involvement of our IT 
specialists and included the following: 

•  We assessed the effectiveness of the Group’s 

IT controls significant to the financial 
reporting processes, including those related 
to user access, change management and 
data integrity. 

•  Where we identified design and/or operating 
deficiencies in the IT control environment, 
our procedures included the following: 

•  Assessed the potential impact of the 
deficiencies on the integrity and 
reliability of the systems and data 
related to financial reporting; and 

•  Where automated procedures were 

supported by systems with identified 
deficiencies, performed alternative audit 
procedures. 

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184

Independent Auditor’s Report

Page 7 

Information other than the financial report and auditor’s report thereon 
The directors are responsible for the other information. The other information comprises the 
information included in the Company’s 2023 annual report, but does not include the financial report 
and our auditor’s report thereon. 

Our opinion on the financial report does not cover the other information and accordingly we do not 
express any form of assurance conclusion thereon, with the exception of the Remuneration Report 
and our related assurance opinion. 

In connection with our audit of the financial report, our responsibility is to read the other information 
and, in doing so, consider whether the other information is materially inconsistent with the financial 
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.  

If, based on the work we have performed, we conclude that there is a material misstatement of this 
other information, we are required to report that fact. We have nothing to report in this regard. 

Responsibilities of the directors for the financial report 
The directors of the Company are responsible for the preparation of the financial report that gives a 
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 
and for such internal control as the directors determine is necessary to enable the preparation of the 
financial report that gives a true and fair view and is free from material misstatement, whether due to 
fraud or error. 

In preparing the financial report, the directors are responsible for assessing the Company’s and 
Group’s ability to continue as a going concern, disclosing, as applicable, matters relating to going 
concern and using the going concern basis of accounting unless the directors either intend to liquidate 
the Company or Group or to cease operations, or have no realistic alternative but to do so. 

Auditor’s responsibilities for the audit of the financial report 
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is 
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that 
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an 
audit conducted in accordance with the Australian Auditing Standards will always detect a material 
misstatement when it exists. Misstatements can arise from fraud or error and are considered material 
if, individually or in the aggregate, they could reasonably be expected to influence the economic 
decisions of users taken on the basis of this financial report. 

As part of an audit in accordance with the Australian Auditing Standards, we exercise professional 
judgment and maintain professional scepticism throughout the audit. We also: 

► 

Identify and assess the risks of material misstatement of the financial report, whether due to 
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit 
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not 
detecting a material misstatement resulting from fraud is higher than for one resulting from 
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the 
override of internal control. 

►  Obtain an understanding of internal control relevant to the audit in order to design audit 

procedures that are appropriate in the circumstances, but not for the purpose of expressing an 
opinion on the effectiveness of the Company’s or the Group’s internal control.  

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Annual Report 2023  185

Page 8 

►  Evaluate the appropriateness of accounting policies used and the reasonableness of accounting 

estimates and related disclosures made by the directors. 

►  Conclude on the appropriateness of the directors’ use of the going concern basis of accounting 
and, based on the audit evidence obtained, whether a material uncertainty exists related to 
events or conditions that may cast significant doubt on the Company’s or Group’s ability to 
continue as a going concern. If we conclude that a material uncertainty exists, we are required to 
draw attention in our auditor’s report to the related disclosures in the financial report or, if such 
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit 
evidence obtained up to the date of our auditor’s report. However, future events or conditions 
may cause the Company or the Group to cease to continue as a going concern.  

►  Evaluate the overall presentation, structure and content of the financial report, including the 

disclosures, and whether the financial report represents the underlying transactions and events 
in a manner that achieves fair presentation. 

►  Obtain sufficient appropriate audit evidence regarding the financial information of the entities or 

business activities within the Group to express an opinion on the financial report. We are 
responsible for the direction, supervision and performance of the Group audit. We remain solely 
responsible for our audit opinion. 

We communicate with the directors regarding, among other matters, the planned scope and timing of 
the audit and significant audit findings, including any significant deficiencies in internal control that we 
identify during our audit. 

We also provide the directors with a statement that we have complied with relevant ethical 
requirements regarding independence, and to communicate with them all relationships and other 
matters that may reasonably be thought to bear on our independence, and where applicable, actions 
taken to eliminate threats or safeguards applied. 

From the matters communicated to the directors, we determine those matters that were of most 
significance in the audit of the financial report of the current year and are therefore the key audit 
matters. We describe these matters in our auditor’s report unless law or regulation precludes public 
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter 
should not be communicated in our report because the adverse consequences of doing so would 
reasonably be expected to outweigh the public interest benefits of such communication. 

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Directors’ ReportOperating and Financial ReviewRemuneration ReportFinancial ReportShareholder information 
 
186

Independent Auditor’s Report

Page 9 

Report on the audit of the Remuneration Report

Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 46 to 76 of the directors’ report for the 
year ended 30 June 2023.

In our opinion, the Remuneration Report of Bendigo and Adelaide Bank Limited for the year ended 30 
June 2023, complies with section 300A of the Corporations Act 2001.

Responsibilities
The directors of the Company are responsible for the preparation and presentation of the 
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our 
responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in 
accordance with Australian Auditing Standards.

Ernst & Young 

T M Dring 
Partner 

Melbourne 
11 September 2023 

Clare Sporle 
Partner 

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Financial Report

Shareholder information

Annual Report 2023  187

Shareholder information

Additional Information

1  Material differences

There are no material differences between the information supplied in this report and the information in the preliminary final report 
supplied by Bendigo and Adelaide Bank Limited (“the Company”) to the ASX on 14 August 2023. 

2  Audit Committee 

As at the date of the Directors’ Report the Group had an Audit Committee of the Board of Directors. 

3  Corporate governance practices 

The corporate governance practices adopted by the Company are as detailed in the 2023 Corporate Governance Statement.  
For further details, please refer to our website at www.bendigoadelaide.com.au/esg/governance/

4  Substantial shareholders 

The following parties and their associates have notified the Company that they have a substantial relevant interest in the ordinary 
shares of the Company, effective as at 30 August 2023:

Substantial holder

Vanguard Group

State Street Corporation

Number of
ordinary shares held

28,298,593

29,816,863

1.  As at the date of the substantial shareholder’s last notice lodged with the ASX.

5  Distribution of shareholders 
The range of securities as at 30 August 2023 were in the following categories:

Fully Paid
Ordinary Shares

Fully Paid
Employee
Shares
(BENAK, AA
and AB)

%

Convertible
Preference
Shares 4
(BEN PG)

%

Capital
Notes
(BEN PH) 

%

16,773,337

2.97

305,474

55.66 1,444,555

44.92 2,020,054

Category

1 – 1,000

222,520

40.55

770,055

23.94 1,272,756

1,001 – 5,000

5,001 – 10,000

96,795,991

70,792,589

10,001 – 100,000

128,977,548

100,001 and over

252,296,074

17.11

12.52

22.80

44.60

Number of Holders

98,232

100

5,815

15,000

0

823

1.06

2.73

0.00

100

% of total

shares issued 1

Date of
last notice

5.003%

07/07/2022

5.25%

07/03/2023

Performance
and Share
Rights
(BENAAA,
  and BENAC)

Rights to
Shares
 (BENAAD)

%

%

342,069

284,233

288,710

985,369

546,428

13.98

11.62

11.80

40.27

22.33

0

0.00

8,830 100.00

0

0

0

2

0.00

0.00

0.00

100

%

40.20

25.60

6.59

7.46

199,775

6.21

331,241

452,818

14.08

374,883

348,942

10.85 1,025,512

20.41

5,167

100

6,695

100

53

100

Securities on Issue

565,635,539 100.00

548,809 100.00 3,216,145 100.00 5,024,446 100.00

2,446,809 100.00

8,830 100.00

6  Marketable parcel

Based on a closing price of $9.53 on 30 August 2023 the number of holders with less than a marketable parcel of the Company’s 
main class of securities (Ordinary Shares) as at 30 August 2023 was 5637.

7  Unquoted securities

The number of unquoted equity securities that are on issue and the number of holders of those securities are shown in the above table 
under the heading of Fully Paid Employee Shares (namely BENAK, BENAA and BENAB securities).

Directors’ ReportOperating and Financial ReviewRemuneration Report 
 
 
 
 
188

Shareholder information

Additional Information continued

8  Major shareholders

Names of the 20 largest holders of Fully Paid Ordinary Shares in the Company, including the number of shares each holds and the 
percentage of capital that number represents, as at 30 August 2023 are:

Fully paid ordinary shares

Rank Name

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED

J P MORGAN NOMINEES AUSTRALIA PTY LIMITED

CITICORP NOMINEES PTY LIMITED

NATIONAL NOMINEES LIMITED

BNP PARIBAS NOMS PTY LTD 

UBS NOMINEES PTY LTD

HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 

NETWEALTH INVESTMENTS LIMITED 

CITICORP NOMINEES PTY LIMITED  

BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD 

CARLTON HOTEL LIMITED

BNP PARIBAS NOMS (NZ) LTD 

HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED – A/C 2

MARNIE ANN BAKER

LEESVILLE EQUITY PTY LTD

NAVIGATOR AUSTRALIA LTD 

BNP PARIBAS NOMINEES PTY LTD ACF CLEARSTREAM

JOHN PIERCE TOBIN

BNP PARIBAS NOMINEES PTY LTD 

HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 

Number
of shares

91,481,703

57,847,827

34,864,294

18,288,273

8,268,339

4,464,117

3,658,331

2,514,532

1,845,815

1,378,304

1,117,147

771,296

714,146

697,960

681,688

634,080

622,718

536,272

522,255

517,094

%
of shares

16.173%

10.227%

6.164%

3.233%

1.462%

0.789%

0.647%

0.445%

0.326%

0.244%

0.198%

0.136%

0.126%

0.123%

0.121%

0.112%

0.110%

0.095%

0.092%

0.091%

Total Securities of Top 20 Holdings

231,426,191

40.914%

Equity Trustees Limited, trustee for the Bendigo and Adelaide Bank Limited Employee Share Plan, held a combined total of 
548,809 unquoted shares. These shares have not been included in the above table but are included in the total of issued ordinary 
share capital. 

Names of the 20 largest holders of Convertible Preference Shares 4, including the number of shares each holds and the percentage of 
Convertible Preference Share 4 capital that number represents, as at 30 August 2023 are:

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Shareholder information

Annual Report 2023  189

Additional Information continued

Fully paid Convertible Preference Shares 4 (CPS4) (ASX: BENPG)

Rank Name

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

MUTUAL TRUST PTY LTD

BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD 

HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED

CITICORP NOMINEES PTY LIMITED

BNP PARIBAS NOMINEES PTY LTD 

NETWEALTH INVESTMENTS LIMITED 

J P MORGAN NOMINEES AUSTRALIA PTY LIMITED

BNP PARIBAS NOMINEES PTY LTD 

HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED – A/C 2

VISION AUSTRALIA FOUNDATION 

NETWEALTH INVESTMENTS LIMITED 

INVIA CUSTODIAN PTY LIMITED 

SOUTH BAY NOMINEES PTY LTD 

SOUTH HONG NOMINEES PTY LTD 

CORP OF THE TSTEES OF THE ROMAN CATH ARC 

TRUSTEES OF CHURCH PROPERTY FOR THE DIOCESE OF NEWCASTLE  


NULIS NOMINEES (AUSTRALIA) LIMITED  

MR MICHAEL KENNETH HARVEY & MR BRUCE WILLIAM NEILL & MS BROOKE ELIZABETH 
SLATTERY 

IOOF INVESTMENT SERVICES LIMITED 

T & A CAPITAL MANAGEMENT PTY LTD 

Number
of shares

137,774

108,666

102,502

53,683

50,415

46,398

40,208

33,852

30,088

25,000

19,598

18,600

18,000

18,000

14,000

13,605

13,495

12,375

11,947

11,520

%
of shares

4.284%

3.379%

3.187%

1.669%

1.568%

1.443%

1.250%

1.053%

0.936%

0.777%

0.609%

0.578%

0.560%

0.560%

0.435%

0.423%

0.420%

0.385%

0.371%

0.358%

Total Securities of Top 20 Holdings

779,726

24.244%

Directors’ ReportOperating and Financial ReviewRemuneration Report190

Financial Report

Further information

Shareholder information

Additional Information continued

BEN Capital Notes (ASX: BEN PH)

Rank Name

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED

BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD 

CITICORP NOMINEES PTY LIMITED

J P MORGAN NOMINEES AUSTRALIA PTY LIMITED

BNP PARIBAS NOMINEES PTY LTD 

NETWEALTH INVESTMENTS LIMITED 

DIOCESE DEVELOPMENT FUND ‑ CATHOLIC DIOCESE OF PARRAMATTA

BNP PARIBAS NOMINEES PTY LTD 

NAVIGATOR AUSTRALIA LTD  

NETWEALTH INVESTMENTS LIMITED 

NAVIGATOR AUSTRALIA LTD 

IOOF INVESTMENT SERVICES LIMITED 

MUTUAL TRUST PTY LTD

NATIONAL NOMINEES LIMITED

SANDHURST TRUSTEES LTD 

NULIS NOMINEES (AUSTRALIA) LIMITED  

IOOF INVESTMENT SERVICES LIMITED 

MEYER TIMBER CONSOLIDATED PTY LTD

CITICORP NOMINEES PTY LIMITED 

TRUSTEES OF CHURCH PROPERTY FOR THE DIOCESE OF NEWCASTLE  


Number
of Notes

277,336

271,060

145,427

116,113

114,823

100,753

48,600

39,118

38,847

31,059

30,204

29,863

20,460

17,896

17,524

16,879

15,195

15,000

14,751

14,500

%
of Notes

5.520%

5.395%

2.894%

2.311%

2.285%

2.005%

0.967%

0.779%

0.773%

0.618%

0.601%

0.594%

0.407%

0.356%

0.349%

0.336%

0.302%

0.299%

0.294%

0.289%

Total Securities of Top 20 Holdings

1,375,408

27.374%

9  Voting rights

Under the Company’s Constitution, each person who is a voting Shareholder and who is present at a general meeting of the 
Company in person or by proxy, attorney or official representative is entitled to one vote on a show of hands or, on a poll, one 
vote for each fully paid ordinary share held.  In the case of an equality of votes the Chair has on both a show of hands and at a 
poll, a casting vote in addition to the vote to which the Chair may be entitled as a shareholder, proxy, attorney or duly appointed 
representative of a shareholder.

With respect to each person that is a holder of preference shares under the Company’s Constitution each holder is not entitled 
to vote at any general meeting of the Company except:

a)  on any resolution during a period in which a dividend or part of a dividend remains unpaid

b)  on any resolution:

 • to reduce the share capital of the Company (other than a resolution to approve a redemption of the holder’s class of 

preference shares)

 • that affects rights attached to the holder’s class of preference shares

 • to wind up the Company

 • for the disposal of the whole of the property, business and undertaking of the Company

c)  on a resolution to approve the terms of a buy‑back agreement (other than a resolution to approve a redemption of the holder’s 

class of preference shares)

d)  during a winding‑up of the Company, in which case a holder will have the same rights as to manner of attendance and voting as 

a holder of ordinary shares with one vote per preference share.

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Shareholder information

Annual Report 2023  191

Glossary

Australian Accounting 
Standards (AAS)

Refers to the Australian Accounting Standards issued by the AASB. An accounting standard is a 
technical pronouncement that sets out the required accounting, including measurement and recognition 
requirements, for particular types of transactions and events. The accounting requirements affect the 
preparation and presentation of an entity’s financial statements.

Australian Accounting 
Standards Board (AASB)

The Australian Accounting Standards Board (AASB) is the Australian Government agency responsible 
for developing, issuing and maintaining accounting standards that apply under Corporations Act 2001. 

Australian Prudential 
Regulation Authority (APRA)

Is the prudential regulator of the Australian financial services industry. APRA is an independent statutory 
authority that supervises institutions across banking, insurance and superannuation and promotes 
financial system stability in Australia.

Australian Prudential 
Standards (APS)

Refers to the Prudential and Regulatory Standards issued by APRA.

Authorised deposit-taking 
institution (ADI)

A body corporate which is authorised under the Banking Act 1959, to carry on banking business 
“in Australia. It includes banks, building societies and credit unions.”

Bonus Share Scheme

The Bonus Share Scheme was terminated in April 2023. The final offering occurred in December 2022.

Cash earnings

Cash earnings is not a statutory financial measure, is not presented in accordance with Australian 
Accounting Standards, and is not audited or reviewed in accordance with Australian Auditing Standards. 
It is considered by management to be a key indicator of the underlying performance of the core 
business activities of the Group. Cash earnings is defined as statutory net profit after tax adjusted for 
non‑cash items and other adjustments. Non‑cash items are those deemed to be outside of the Group’s 
core activities and hence these items are not considered to be representative of the Group’s ongoing 
financial performance.

Committed Liquidity Facility 
(CLF)

The RBA makes available to Australian Authorised Deposit‑taking institutions a CLF that, subject to 
qualifying conditions set and approved by APRA, can be accessed to meet LCR requirements under 
APS 210 Liquidity.

Common Equity Tier 1 
Capital (CET1)

The highest quality of capital available to the Group reflecting the permanent and unrestricted 
commitment of funds that are freely available to absorb losses. It comprises ordinary share capital, 
retained earnings and reserves less specified regulatory adjustments.

Cost to Income ratio

A performance measure which represents total operating expenses before non‑cash items and other 
adjustments as a percentage of total income before non‑cash items and other adjustments.

Credit Risk

The risk that one party to a financial instrument will cause a financial loss for the other party by failing to 
discharge an obligation.

Dilutive earnings per share

An earnings measure calculated by dividing net profit after tax attributable to owners of the Bank by the 
weighted average number of fully paid ordinary shares on issue over the period adjusted for the effect 
of all potentially dilutive instruments.

Dividend payout ratio

Dividends paid on ordinary shares divided by net profit after tax attributable to owners of the Bank.

Dividend Reinvestment Plan

A plan which provides shareholders with the opportunity to convert all or part of their entitlement to a 
dividend into new shares.

Earnings per share

An earnings measure calculated by dividing net profit after tax attributable to owners of the Bank by the 
weighted average number of fully paid ordinary shares on issue over the period.

Expected Credit Loss (ECL)

Represents the probability‑weighted present value of expected cash shortfalls over the remaining 
expected life of the financial instrument and considers reasonable and supportable information about 
past events, current conditions, and forecasts of future events and economic conditions that impact the 
Bank’s credit risk assessment.

Fair value

Is an amount at which an asset or liability could be exchanged between knowledgeable and willing 
parties in an arm’s length transaction.

Financial assets measured 
at amortised cost

Financial assets that are held within a business model whose objective is to hold assets in order 
to collect contractual cash flows; and the contractual terms of the financial asset give rise on 
specified dates to cash flows that are solely payments of principal and interest on the principal 
amount outstanding.

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Financial Report

Further information

Glossary

Financial assets measured 
at fair value through 
other comprehensive 
income (FVOCI)

Financial assets that are held in a business model whose objective is achieved by both collecting 
contractual cash flows and selling financial assets. Changes in fair value are recognised in other 
comprehensive income.

Financial assets measured 
at fair value through 
profit or loss (FVTPL)

Financial assets that are not held in one of the two business models applicable to amortised cost or fair 
value through other comprehensive income are measured at fair value through profit or loss. Changes in 
fair value are recognised in the Income Statement.

Full time equivalent (FTE)

Includes all permanent full‑time staff and part‑time staff equivalents.

Equity Reserve for Credit 
Losses (ERCL)

The equity reserve for credit losses was initially established to meet the requirements of APRA 
Prudential Standard, APS 220 Credit Quality, which required a reserve to be held to recognise estimated 
future credit losses which may arise over the life of the Group’s lending portfolio. This requirement was 
removed from 1 January 2022, however, the Group has prudently maintained this reserve pending 
further clarification.

Gross loans and other 
receivables

Is the principal amount of loans and advances provided, gross of provisions and deferred fee income 
and including any accrued interest.

Group

Hedging

Impaired loan

Is Bendigo and Adelaide Bank Limited (‘the Bank’) and the entities it controlled at financial year end and 
during the financial year (‘the Group’).

The use of capital market contracts, namely derivatives, to eliminate or minimise the Bank’s exposure to 
fluctuations in interest rates, foreign currency exchange rates, or other market factors.

A facility must be classified as impaired regardless of whether it is 90 days or more past due (arrears) 
when there is doubt as to whether the full amounts due (interest and principal) will be achieved in a 
timely manner. This is the case even if the full extent of the loss cannot be clearly determined.

Key Management Personnel 
(KMP)

Persons having authority and responsibility for planning, directing and controlling the activities of an 
entity, directly or indirectly, including any Director (whether Executive or otherwise) of that entity.

Liquidity Coverage Ratio 
(LCR)

The Liquidity Coverage Ratio (LCR) is the ratio measures the portion of High Quality Liquidity Assets 
(HQLA) available to meet net cash outflows over a 30‑day period under an APRA defined severe short 
term stress scenario. 

Mark-to-Market valuation

A valuation that reflects current market rates as at the Balance Sheet date for financial instruments that 
are carried at fair value.

Net Interest Income (NII)

The amount of interest received or receivable on assets net of interest paid or payable on liabilities.

Net Interest Margin (NIM)

Net interest income divided by average interest‑earning assets. This measure provides an indication 
of the profitability of the Bank’s interest earning assets less the cost of interest bearing liabilities 
(i.e. cost of funding).

Net Stable Funding Ratio 
(NSFR)

The Net Stable Funding Ratio (NSFR) is the ratio of the amount of available stable funding (ASF) to the 
amount of required stable funding (RSF). ASF is the portion of an Authorised Deposit‑taking Institution’s 
(ADI) capital and liabilities expected to be a reliable source of funds over a one year time horizon. RSF 
is the function of the liquidity characteristics and residual maturities of an ADI’s assets and Off Balance 
Sheet activities.

Net tangible assets

Net assets excluding intangible assets and other equity instruments divided by ordinary shares on issue 
at the end of the period (excluding treasury shares deduction).

Non-performing loans

Are loans that have been recognised as either impaired or 90 days past due, consistent with the 
methodology in APS 220 Credit Risk Management.

Notional

Offset account

Is the face value on which the calculations of payments for derivative financial instruments is based.

An Offset Account (RCA) is a savings account which participates with a separate facility usually for a 
mortgage. Instead of receiving interest on the savings account, the interest payment due on the loan is 
calculated only on the net balance of the facility balance less the savings account balance.

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Annual Report 2023  193

Operating segment

Past due

Past Due 90 Days

An operating segment is a component of the Group that engages in business activities from which 
it earns revenues and incurs expenses. Segment reporting reflects the information that is used by the 
Managing Director for the purposes of resource allocation and performance assessment, hence it is 
consistent with the internal reporting provided to the Managing Director and the Executive Team. 

A financial asset is past due when a counterparty has failed to make a payment of principal, interest or 
other amount, when contractually due.

For a loan subject to a regular repayment schedule: 
 • At least 90 days has elapsed from the due date of a contractual repayment which has not been 

satisfied in full; and 

 • Total amount of arrears is equivalent to at least 90 days worth of Scheduled Payments. For a loan 
not subject to a contractual repayment schedule (e.g. overdrafts and revolving credit facilities) the 
facility remains over the contractual limit amount for at least 90 days.

Residential Mortgage 
Backed Security (RMBS)

A debt security whose cash flow is backed by the principal and interest payments from a specified pool 
of mortgage loans that are secured by mortgages over residential property.

Restructured facility

Return on average ordinary 
equity (ROE)

A ‘Restructured Loan’ is a facility in which the original contractual terms have been modified to provide 
for concessions of interest, or principal, or other payments due, or for an extension in maturity for a  
non‑commercial period for reasons related to the financial difficulties of a customer and would not be 
offered to new customers with similar risk.

Net profit attributable to owners of the Bank divided by average ordinary equity, excluding treasury shares.

Return on average tangible 
equity (ROTE)

Net profit attributable to the owners of the Bank divided by average ordinary equity, excluding treasury 
shares less goodwill and other intangible assets.

Right-of-use-asset (ROUA)

The right‑of‑use asset is a lessee’s right to use an asset over the life of a lease.

Rights

Rights to ordinary shares in Bendigo and Adelaide Bank Limited granted under Long‑Term Variable 
Remuneration award and subject to performance, service and risk gateway conditions.

Risk-weighted assets (RWA)

Assets calculated by applying a regulatory risk‑weight factor, prescribed by APRA, to on and off‑balance 
sheet exposures.

Share-based payments 
(SBP)

Arrangements whereby employees services are exchanged for equity settled instruments namely 
options or shares. These payments are accounted for under AASB 2 Share-Based Payments where, 
in relation to employees and KMP, the organisation receives in exchange for providing equity 
instruments (including shares and share options) of the organisation with the ability to settle in cash 
at the Board’s discretion.

Special purpose entity (SPE)

A non‑bank entity established for a narrowly defined purpose, including for carrying on securitisation 
activities. The structure of the SPE and its activities are intended to isolate its obligation from those 
of the originator and the holders of the beneficial interests in the securitisation.

Term Funding Facility (TFF)

The Term Funding Facility (TFF) was established by the RBA in March 2020 to provide three‑year term 
funding to authorised deposit‑taking institutions (ADIs), to support lending to Australian businesses.

Total Capital adequacy ratio

Total capital divided by total RWA calculated in accordance with relevant APS.

Treasury shares

Value at Risk (VaR)

Are shares that the Bank has issued but are held by a trust included within the Bank’s consolidated results. 
Treasury shares are not considered shares outstanding and are not included in ‘per share’ calculations.

A measure of the loss that could occur on risk positions as a result of adverse movements in market risk 
factors (e.g. rates, prices, volatilities) over a specified time horizon and to a given level of confidence.

Weighted average number 
of shares

the calculation includes fully paid ordinary shares of the Bank and excludes treasury shares related to 
investment in the Bank’s shares.

Directors’ ReportOperating and Financial ReviewRemuneration ReportShareholder informationBendigo and Adelaide Bank Limited.  ABN 11068 049 178