Westpac Banking
Annual Report 2018

Plain-text annual report

Strength. Service. Trust? Proudly Supporting Australia 2018 Westpac Group Annual Report Westpac customer, Susan Cusumano of V & V Landscapers. Westpac customer, Susan Cusumano, and Jason Ford from Westpac’s digital fraud team whose proactive intervention saved Susan from losing $32,000. Read Susan’s story online at www.2018annualreport.westpacgroup.com.au The Westpac Group Annual Report, Annual Review & Sustainability Report and Sustainability Performance Report represent Westpac’s extended reporting framework and can be found online at www.westpac.com.au/investorcentre Westpac Banking Corporation ABN 33 007 457 141 W E S T P A C G R O U P A n n u a l R e p o r t 2 0 1 8 Strength. Service. Trust? Strength. Service. Trust? Strength. Service. Trust? Proudly Supporting Australia 2018 Westpac Group Annual Report Westpac customer, Susan Cusumano of V & V Landscapers. Proudly Supporting Australia 2018 Westpac Group Annual Review & Sustainability Report Greg Woodlock Farmer and Westpac customer, The Marra, New South Wales Proudly Supporting Australia 2018 Westpac Group Sustainability Performance Report 2018 Annual Report 2018 Annual Review & Sustainability Report 2018 Sustainability Performance Report Table of contents In this Annual Report a reference to ‘Westpac’, ‘Group’, ‘Westpac Group’, ‘we’, ‘us’ and ‘our’ is to Westpac Banking Corporation ABN 33 007 457 141 and its subsidiaries unless it clearly means just Westpac Banking Corporation. For certain information about the basis of preparing the financial information in this Annual Report see ‘Reading this report’ in Section 2. In addition, this Annual Report contains statements that constitute ‘forward-looking statements’ within the meaning of Section 21E of the US Securities Exchange Act of 1934. For an explanation of forward-looking statements and the risks, uncertainties and assumptions to which they are subject, see ‘Reading this report’ in Section 2. Information contained in or accessible through the websites mentioned in this Annual Report does not form part of this report unless we specifically state that it is incorporated by reference and forms part of this report. All references in this report to websites are inactive textual references and are for information only. Annual Report Performance highlights Section 1 Chairman’s report Chief Executive Officer’s report Information on Westpac Business strategy Outlook Significant developments Directors’ report Remuneration Report Section 2 Five year summary Reading this report Review of Group operations Income statement review Balance sheet review Capital resources Divisional performance Consumer Bank Business Bank BT Financial Group (Australia) Westpac Institutional Bank Westpac New Zealand Group Businesses Risk and risk management Risk factors Risk management Credit risk Liquidity risk Market risk Operational risk and compliance risk Other risks Westpac’s approach to sustainability Sustainability performance Five year non-financial summary Other Westpac business information Section 3 Financial statements Notes to the financial statements Statutory statements Section 4 Shareholding information Additional information Information for shareholders Glossary of abbreviations and defined terms Contact us 1 2 3 4 2 3 4 9 14 14 17 19 32 48 79 80 81 83 85 90 94 96 99 100 101 104 105 107 108 108 120 121 121 122 123 124 128 128 133 138 141 142 148 265 277 278 289 293 297 inside back cover 2018 Westpac Group Annual Report 1 Performance highlights BNet profit after tax $8,095 million, up 1% BDividends $1.88, unchanged Net profit after tax1 ($m) Dividends per ordinary share (cents) Special dividends 1 9 9 , 6 6 4 3 , 6 1 5 7 , 6 6 3 9 , 5 1 6 5 , 7 2 1 0 , 8 5 4 4 , 7 0 9 9 , 7 5 9 0 , 8 9 3 1 6 1 1 0 2 4 7 1 6 5 1 6 6 1 2 8 1 7 8 1 8 8 1 8 8 1 8 8 1 6 4 4 , 3 09 10 11 12 13 14 15 16 17 18 09 10 11 12 13 14 15 16 17 18 BCash earnings $8,065 million, flat BReturns 13.0%, down 77bps Cash earnings2,3,4 ($m) Cash earnings to average ordinary equity2,3,4 (%) 9 7 8 , 5 1 0 3 , 6 3 6 0 , 7 4 6 5 , 6 5 7 6 , 4 8 2 6 , 7 0 2 8 , 7 2 2 8 , 7 2 6 0 , 8 5 6 0 , 8 1 . 6 1 0 . 6 1 4 . 5 1 9 . 5 1 4 . 6 1 8 . 5 1 0 . 4 1 0 . 4 1 8 . 3 1 0 . 3 1 09 10 11 12 13 14 15 16 17 18 09 10 11 12 13 14 15 16 17 18 BCash earnings per ordinary share, down 1% Cash earnings per ordinary share2,3,4,6 (cents) 3 . 9 0 2 8 . 4 1 2 8 . 7 9 1 7 . 3 6 1 4 . 5 4 2 2 . 8 4 2 5 . 5 3 2 7 . 9 3 2 2 . 6 3 2 8 . 7 2 2 09 10 11 12 13 14 15 16 17 18 Reported earnings Net profit after tax1 ($m) Earnings per share (cents) Dividends per share (cents) Return on equity5 (%) Expense to income ratio (%) Common Equity Tier 1 capital ratio (%) Cash earnings basis2 Cash earnings ($m) Cash earnings per share (cents) Cash earnings return on equity5 (%) Economic profit7 ($m) 2018 2017 8,095.0 7,990.0 237.5 188.0 13.1 43.8 10.6 238.0 188.0 13.6 43.3 10.6 % change 2018 / 2017 1% - - (60bps) 52bps 7bps 8,065.0 8,062.0 236.2 239.7 - (1%) 13.0 13.8 (77bps) 3,444.0 3,774.0 (9%) 1 Net profit attributable to ordinary equity holders. 2 The adjustments to our reported results to derive cash earnings are 5 Return on average ordinary equity. 6 Periods prior to 2015 have not been restated for the bonus element described in Note 2 of our 2018 financial statements. 3 Figures for 2009 are presented on a ‘pro forma’ basis; that is, as if the merger between Westpac and St.George Bank Limited was completed on 1 October 2007. The basis of presentation of the pro forma results is explained in more detail in Section 2.1 of Westpac’s Full Year 2009 Results (incorporating the requirements of Appendix 4E) lodged with the ASX on 4 November 2009 and that section of the ASX Announcement is incorporated by reference into this Annual Report. 4 Cash earnings for 2009 has been restated to exclude the impact of fair value adjustments related to the St.George merger. For further information refer to Note 32 to the financial statements in Westpac’s 2010 Annual Report. of the 2015 share entitlement offer. 7 Economic profit represents the excess of adjusted cash earnings over a minimum required rate of return on equity invested. For this purpose, adjusted cash earnings is defined as cash earnings plus the estimated value of franking credits paid to shareholders. The calculation of economic profit is described in more detail in Section 5 of Westpac’s Full Year 2018 Results (incorporating the requirements of Appendix 4E) lodged with the ASX on 5 November 2018 (the ‘ASX Announcement’). 2 2018 Westpac Group Annual Report 01 Chairman’s report Chief Executive Officer’s report Information on Westpac Directors’ report (including Remuneration Report) 0 1 2 3 4 Performance highlights BNet profit after tax $8,095 million, up 1% BDividends $1.88, unchanged Net profit after tax1 ($m) Dividends per ordinary share (cents) Special dividends 1 9 9 , 6 6 4 3 , 6 1 5 7 , 6 6 3 9 , 5 1 6 5 , 7 2 1 0 , 8 5 4 4 , 7 0 9 9 , 7 5 9 0 , 8 9 3 1 6 1 1 0 2 4 7 1 6 5 1 6 6 1 2 8 1 7 8 1 8 8 1 8 8 1 8 8 1 09 10 11 12 13 14 15 16 17 18 09 10 11 12 13 14 15 16 17 18 BCash earnings $8,065 million, flat BReturns 13.0%, down 77bps Cash earnings2,3,4 ($m) Cash earnings to average ordinary equity2,3,4 (%) 9 7 8 , 5 1 0 3 , 6 3 6 0 , 7 4 6 5 , 6 8 2 6 , 7 0 2 8 , 7 2 2 8 , 7 2 6 0 , 8 5 6 0 , 8 1 . 6 1 0 . 6 1 4 . 5 1 9 . 5 1 4 . 6 1 8 . 5 1 0 . 4 1 0 . 4 1 8 . 3 1 0 . 3 1 09 10 11 12 13 14 15 16 17 18 09 10 11 12 13 14 15 16 17 18 6 4 4 , 3 5 7 6 , 4 BCash earnings per ordinary share, down 1% Cash earnings per ordinary share2,3,4,6 (cents) 3 . 9 0 2 8 . 4 1 2 8 . 7 9 1 7 . 3 6 1 4 . 5 4 2 2 . 8 4 2 5 . 5 3 2 7 . 9 3 2 2 . 6 3 2 8 . 7 2 2 09 10 11 12 13 14 15 16 17 18 Reported earnings Net profit after tax1 ($m) Earnings per share (cents) Dividends per share (cents) Return on equity5 (%) Expense to income ratio (%) Common Equity Tier 1 capital ratio (%) Cash earnings basis2 Cash earnings ($m) Cash earnings per share (cents) Cash earnings return on equity5 (%) Economic profit7 ($m) 2018 2017 8,095.0 7,990.0 237.5 188.0 13.1 43.8 10.6 238.0 188.0 13.6 43.3 10.6 % change 2018 / 2017 1% - - (60bps) 52bps 7bps 8,065.0 8,062.0 236.2 239.7 - (1%) 13.0 13.8 (77bps) 3,444.0 3,774.0 (9%) Net profit attributable to ordinary equity holders. Return on average ordinary equity. The adjustments to our reported results to derive cash earnings are Periods prior to 2015 have not been restated for the bonus element described in Note 2 of our 2018 financial statements. of the 2015 share entitlement offer. Figures for 2009 are presented on a ‘pro forma’ basis; that is, as if Economic profit represents the excess of adjusted cash earnings the merger between Westpac and St.George Bank Limited was completed on 1 October 2007. The basis of presentation of the pro forma results is explained in more detail in Section 2.1 of Westpac’s Full Year 2009 Results (incorporating the requirements of Appendix over a minimum required rate of return on equity invested. For this purpose, adjusted cash earnings is defined as cash earnings plus the estimated value of franking credits paid to shareholders. The calculation of economic profit is described in more detail in Section 5 4E) lodged with the ASX on 4 November 2009 and that section of the of Westpac’s Full Year 2018 Results (incorporating the requirements ASX Announcement is incorporated by reference into this of Appendix 4E) lodged with the ASX on 5 November 2018 (the Annual Report. ‘ASX Announcement’). 5 6 7 Cash earnings for 2009 has been restated to exclude the impact of fair value adjustments related to the St.George merger. For further information refer to Note 32 to the financial statements in Westpac’s 2010 Annual Report. 1 2 3 4 2 2018 Westpac Group Annual Report 1 01 Chairman’s report Chief Executive Officer’s report Information on Westpac Directors’ report (including Remuneration Report) 0 1 2 3 4 Chairman’s report Chairman’s report Lindsay Maxsted Chairman This year has been particularly challenging for financial services entities, including for Westpac. The sector has been the subject of intense scrutiny and interrogation from Government, regulators, the media, and the community generally. Among various developments, legal actions have been filed by the Australian Securities and Investments Commission (ASIC); the Banking Executive Accountability Regime (BEAR), to be overseen by the Australian Prudential Regulatory Authority (APRA), was introduced; a review of competition in the sector was conducted by the Productivity Commission; and the Australian Competition and Consumer Commission (ACCC) established its Financial Services Unit. However, far and away the greatest impact on public sentiment has been generated by the Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry (Royal Commission). The Royal Commission, and its terms of reference, were announced by the Federal Government on 30 November 2017. I intend to devote a large part of this Chairman’s letter to the Royal Commission for the following reasons:    coverage of the Royal Commission has been extensive and many shareholders will have been shocked by some of the revelations; you may feel there is a disconnect between the vision and values of Westpac and the actual or alleged misconduct highlighted by the Royal Commission. In this regard you are owed an explanation to help bridge that disconnect; and it is important that shareholders understand how Westpac has responded, often in advance of the calling of the Royal Commission, or how we intend to respond to the important issues the Commission has raised. First and foremost, Westpac and your Board take the process of the Royal Commission, and the evidence before it, very seriously. We have devoted significant time and resources to the process, including: providing material; supporting our witnesses so they can fully answer the questions posed; and in responding both to the Westpac- specific matters, and general policy questions posed by the Commission. We will of course continue to do so until the Royal Commission is complete. The Royal Commission in context The terms of reference of the Royal Commission are instructive. It is an Inquiry into misconduct; whether activity might have amounted to misconduct and whether any conduct, practices, behaviour or business activities may have fallen below community standards and expectations, as well as seeking to identify the causes and potential remedies. It is not an investigation into all aspects of financial services or indeed into conduct generally. The Letters Patent establishing the Royal Commission create this focus noting at the same time that “Australia has one of the strongest and most stable banking, superannuation and financial services industries in the world, which performs a critical role in underpinning the Australian economy.” The Royal Commission does not challenge these important observations. The Royal Commission, whilst obviously focusing on matters of extreme importance and interest for financial services companies and regulators, captures only a fraction of the activity taking place inside these institutions. All four major banks had at various times leading up to the Royal Commission recognised that certain conduct did not meet legal or regulatory requirements, or had fallen short of community expectations. Building on this point, the Commissioner commenced his enquiry by asking entities to submit details of conduct over the previous ten years identified as misconduct or conduct that fell below community expectations. These submissions, together with other information gathered, have been subject to scrutiny and informed the themes identified by the Commission. For Westpac, much of this conduct is historical, has been reported to regulators and in many instances, been resolved or is being addressed. There are, of course, many areas where we need to do more to improve which I address below. Putting these points in context, we need to be careful in generalising what the Royal Commission is finding and reporting. In particular noting that:  whilst the Royal Commission is often reported as the “Bank” Royal Commission (and for many that reads the “four major banks”) it is actually an inquiry into the financial services sector and all of the organisations that participate therein. While much effort has been directed to banking, a significant part of the Royal Commission’s review has covered non-banking (as in non-lending) activities such as financial planning, superannuation and insurance, noting that Westpac participates in these activities through BT Financial Group. Indeed a number of case studies reviewed involved entities other than the four major banks.  the degree of misconduct, or potential misconduct, exposed by the Royal Commission has varied across the banks and other financial institutions. Each of you, as shareholders, may draw your own conclusions on where Westpac sits in this spectrum. My point is simply that while there may be some common areas of misconduct, it is wrong to generalise this across individual institutions.  there is a risk that this misconduct may inadvertently come to define the culture of the sector. Speaking for Westpac, I can categorically say that it does not define our culture (nor our governance and accountability which can be wrapped up with culture). Westpac’s culture is defined by how our 39,000 people go about sheet. We prioritised the largest potential financial risks and devoted insufficient attention to emerging conduct risk, compliance and reputation risks. This relative lack of maturity of management of non-financial risks was compounded by a raft of ever-increasing, and at times overlapping, rules and regulations. This has sometimes been further complicated by changing regulatory expectations over time.  Some employee remuneration arrangements inadvertently contributed to poor behaviour. While remuneration is not directly related to all of our conduct failures, in some cases our remuneration practices were poorly designed and the payment of commissions or the existence of other short term incentives linked to sales, may have resulted in poor behaviour.  We did not fully appreciate the underlying risks in the financial planning business. Better training and supervision, changes to the way financial planners were their daily business, which overwhelmingly, as set out in remunerated, and/or better documentation of advice our vision statement, is to help our customers and communities to prosper and grow. It is challenging for the Royal Commission to form a view on overall culture when, by its terms, it is focused on misconduct. As we consider culture it is clear that we, along with the broader industry, face a number of challenges. These provided was required. Needless to say, having identified the above points, your Board and management team have moved quickly to shore up the resources, systems and related reporting to deal with any shortcomings. Some of the improvements cannot happen overnight, particularly when technology systems include the need to rebuild trust and drive better customer need to change, but in these cases, our monitoring of the outcomes. And programs are already underway to risks has been heightened and extra steps have been put in strengthen our culture and remove structures that may place. We are also accelerating customer remediation, encourage poor behaviour. We are committed to continuing recognising that where Westpac has made mistakes, we this work and meeting these challenges with honesty, need to promptly take steps to fix these issues for integrity and transparency, and to being accountable to our customers. In his letter, Brian Hartzer also discusses what stakeholders for our actions. We also regularly review and we are doing to address and learn from issues raised. benchmark our corporate governance frameworks and practices. Your Board views good corporate governance as essential to achieving our goals, helping to underpin accountability and effective oversight, as well as providing a clear and consistent foundation for decision making. Lessons for Westpac Given the above context, my view on some of the important Again, recognising that the work of the Royal Commission still needs to be completed, for me at least, this intense scrutiny has also reinforced some very positive aspects of Westpac. There are five particular observations that support my earlier points of thinking about the Royal Commission in context both as to Westpac’s conduct and culture generally and our relative position in the sector. lessons for the Westpac Board and Group Executive team 1. We are an organisation that has long taken a from the Royal Commission are set out below. Some of these points had been identified prior to the Royal Commission and hence actions to address shortcomings had commenced before this year. Those lessons are: “customer first” philosophy very seriously – and this is enshrined in Westpac’s vision. Actions to reinforce our vision and deal with some of the shortcomings identified have included:  We did not sufficiently understand and analyse – Appointment of a Customer Advocate, Adrian customer complaints and, in many cases, they were not dealt with promptly. Westpac has over 12 million customers in Australia and the overwhelming majority have somewhere between a reasonable and positive experience with Westpac. We know this from numerous data points including customer surveys, Net Promoter Score (NPS) data, as well as directly talking to customers. However, we didn’t focus enough time, resources or empathy on many of the customers we had let down.  We were slower to focus on certain non-financial risks such as conduct, compliance and reputation. In the aftermath of the Global Financial Crisis, quite properly, there was significant focus on credit risk, liquidity risk and the overall strength of the balance Ahern. Joining in late 2016, Adrian and his team have established a new avenue for customers not satisfied with how a complaint has been handled. Reviews by the Advocate are completely independent and decisions are binding on the Group. Adrian and his team have made particular progress in resolving long-standing issues and in providing objective feedback on how we can better manage complaints. – Appointment of a new Group Executive for Customer and Corporate Relations. Reporting to the CEO and with a direct line to your Board, this role is redefining how we manage, resolve and report customer complaints. The new division has brought together various teams with complaint 4 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 5 Chairman’s report Lindsay Maxsted Chairman This year has been particularly challenging for financial services entities, including for Westpac. The sector has been the subject of intense scrutiny and interrogation from Government, regulators, the media, and the community generally. Among various developments, legal actions have been filed by the Australian Securities and Investments Commission (ASIC); the Banking Executive Accountability Regime (BEAR), to be overseen by the Australian Prudential Regulatory Authority (APRA), was introduced; a review of competition in the sector was conducted by the Productivity Commission; and the Australian Competition and Consumer Commission (ACCC) established its Financial Services Unit. However, far and away the greatest impact on public sentiment has been generated by the Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry (Royal Commission). The Royal Commission, and its terms of reference, were announced by the Federal Government on 30 November 2017. I intend to devote a large part of this Chairman’s letter to the Royal Commission for the following reasons:   coverage of the Royal Commission has been extensive and many shareholders will have been shocked by some of the revelations; you may feel there is a disconnect between the vision and values of Westpac and the actual or alleged misconduct highlighted by the Royal Commission. In this regard you are owed an explanation to help bridge that disconnect; and  it is important that shareholders understand how The Royal Commission in context The terms of reference of the Royal Commission are instructive. It is an Inquiry into misconduct; whether activity might have amounted to misconduct and whether any conduct, practices, behaviour or business activities may have fallen below community standards and expectations, as well as seeking to identify the causes and potential remedies. It is not an investigation into all aspects of financial services or indeed into conduct generally. The Letters Patent establishing the Royal Commission create this focus noting at the same time that “Australia has one of the strongest and most stable banking, superannuation and financial services industries in the world, which performs a critical role in underpinning the Australian economy.” The Royal Commission does not challenge these important observations. The Royal Commission, whilst obviously focusing on matters of extreme importance and interest for financial services companies and regulators, captures only a fraction of the activity taking place inside these institutions. All four major banks had at various times leading up to the Royal Commission recognised that certain conduct did not meet legal or regulatory requirements, or had fallen short of community expectations. Building on this point, the Commissioner commenced his enquiry by asking entities to submit details of conduct over the previous ten years identified as misconduct or conduct that fell below community expectations. These submissions, together with other information gathered, have been subject to scrutiny Westpac has responded, often in advance of the calling and informed the themes identified by the Commission. For of the Royal Commission, or how we intend to respond Westpac, much of this conduct is historical, has been to the important issues the Commission has raised. reported to regulators and in many instances, been resolved First and foremost, Westpac and your Board take the process of the Royal Commission, and the evidence before it, very seriously. We have devoted significant time and resources to the process, including: providing material; supporting our witnesses so they can fully answer the specific matters, and general policy questions posed by the Commission. We will of course continue to do so until the Royal Commission is complete. questions posed; and in responding both to the Westpac- reporting. In particular noting that: or is being addressed. There are, of course, many areas where we need to do more to improve which I address below. Putting these points in context, we need to be careful in generalising what the Royal Commission is finding and  whilst the Royal Commission is often reported as the “Bank” Royal Commission (and for many that reads the “four major banks”) it is actually an inquiry into the financial services sector and all of the organisations that participate therein. While much effort has been directed to banking, a significant part of the Royal Commission’s review has covered non-banking (as in non-lending) activities such as financial planning, superannuation   and insurance, noting that Westpac participates in these activities through BT Financial Group. Indeed a number of case studies reviewed involved entities other than the four major banks. the degree of misconduct, or potential misconduct, exposed by the Royal Commission has varied across the banks and other financial institutions. Each of you, as shareholders, may draw your own conclusions on where Westpac sits in this spectrum. My point is simply that while there may be some common areas of misconduct, it is wrong to generalise this across individual institutions. there is a risk that this misconduct may inadvertently come to define the culture of the sector. Speaking for Westpac, I can categorically say that it does not define our culture (nor our governance and accountability which can be wrapped up with culture). Westpac’s culture is defined by how our 39,000 people go about their daily business, which overwhelmingly, as set out in our vision statement, is to help our customers and communities to prosper and grow. It is challenging for the Royal Commission to form a view on overall culture when, by its terms, it is focused on misconduct. As we consider culture it is clear that we, along with the broader industry, face a number of challenges. These include the need to rebuild trust and drive better customer outcomes. And programs are already underway to strengthen our culture and remove structures that may encourage poor behaviour. We are committed to continuing this work and meeting these challenges with honesty, integrity and transparency, and to being accountable to our stakeholders for our actions. We also regularly review and benchmark our corporate governance frameworks and practices. Your Board views good corporate governance as essential to achieving our goals, helping to underpin accountability and effective oversight, as well as providing a clear and consistent foundation for decision making. Lessons for Westpac Given the above context, my view on some of the important lessons for the Westpac Board and Group Executive team from the Royal Commission are set out below. Some of these points had been identified prior to the Royal Commission and hence actions to address shortcomings had commenced before this year. Those lessons are: Chairman’s report sheet. We prioritised the largest potential financial risks and devoted insufficient attention to emerging conduct risk, compliance and reputation risks. This relative lack of maturity of management of non-financial risks was compounded by a raft of ever-increasing, and at times overlapping, rules and regulations. This has sometimes been further complicated by changing regulatory expectations over time. 1  Some employee remuneration arrangements inadvertently contributed to poor behaviour. While remuneration is not directly related to all of our conduct failures, in some cases our remuneration practices were poorly designed and the payment of commissions or the existence of other short term incentives linked to sales, may have resulted in poor behaviour.  We did not fully appreciate the underlying risks in the financial planning business. Better training and supervision, changes to the way financial planners were remunerated, and/or better documentation of advice provided was required. Needless to say, having identified the above points, your Board and management team have moved quickly to shore up the resources, systems and related reporting to deal with any shortcomings. Some of the improvements cannot happen overnight, particularly when technology systems need to change, but in these cases, our monitoring of the risks has been heightened and extra steps have been put in place. We are also accelerating customer remediation, recognising that where Westpac has made mistakes, we need to promptly take steps to fix these issues for customers. In his letter, Brian Hartzer also discusses what we are doing to address and learn from issues raised. Again, recognising that the work of the Royal Commission still needs to be completed, for me at least, this intense scrutiny has also reinforced some very positive aspects of Westpac. There are five particular observations that support my earlier points of thinking about the Royal Commission in context both as to Westpac’s conduct and culture generally and our relative position in the sector. 1. We are an organisation that has long taken a “customer first” philosophy very seriously – and this is enshrined in Westpac’s vision. Actions to reinforce our vision and deal with some of the shortcomings identified have included:  We did not sufficiently understand and analyse – Appointment of a Customer Advocate, Adrian customer complaints and, in many cases, they were not dealt with promptly. Westpac has over 12 million customers in Australia and the overwhelming majority have somewhere between a reasonable and positive experience with Westpac. We know this from numerous data points including customer surveys, Net Promoter Score (NPS) data, as well as directly talking to customers. However, we didn’t focus enough time, resources or empathy on many of the customers we had let down.  We were slower to focus on certain non-financial risks such as conduct, compliance and reputation. In the aftermath of the Global Financial Crisis, quite properly, there was significant focus on credit risk, liquidity risk and the overall strength of the balance Ahern. Joining in late 2016, Adrian and his team have established a new avenue for customers not satisfied with how a complaint has been handled. Reviews by the Advocate are completely independent and decisions are binding on the Group. Adrian and his team have made particular progress in resolving long-standing issues and in providing objective feedback on how we can better manage complaints. – Appointment of a new Group Executive for Customer and Corporate Relations. Reporting to the CEO and with a direct line to your Board, this role is redefining how we manage, resolve and report customer complaints. The new division has brought together various teams with complaint 4 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 5 Chairman’s report handling responsibilities and is improving the complaints process for customers and identifying and addressing the root cause of problems. – We have established a new Vulnerable Customer Council – to better support customers who may be at risk, and to help them to avoid hardship and financial harm. The Council is supported by specialist teams with access to expertise in areas such as health and counselling to help manage customers often in complex circumstances. We have recently developed a customer vulnerability action plan and are actively looking at how we can respond to other socially important issues – like St.George becoming Australia’s first dementia- friendly bank. 2. We are an organisation that values our employees and is a great place to work. Our people are our greatest asset and underpin our success. Reflecting our commitment, employee sentiment has remained high and stable this year at 73%1. Examples of our commitments to our people include: – Providing a comprehensive selection of personal development opportunities. In 2018 employees completed over 100,000 courses on our self- directed learning platform, LearningBank. Over 850 leaders graduated from the AGSM-accredited Certificate of Executive Leadership Program and 350 new leaders completed the Foundational Leadership Program. We also introduced a Young Leader Program to develop and support emerging leaders. – Providing opportunities for employees to get involved in their local communities and the causes that matter to them through a range of initiatives. Last year, employees shared over 29,000 hours volunteering their time and skills. In addition, over $6 million was collectively donated to registered charities through our matching gifts program. – Continuing to build on the diversity of our workforce. Last year Westpac reached the important milestone of– 50% Women in Leadership roles2 and we’ve maintained that level – a culmination of various initiatives over many years. 3. We have always understood the need to be conscious of all stakeholders’ needs if we are to provide satisfactory long-term returns for investors. We are not an organisation based on “greed” or on short-term profit. For example: – In 2015 Westpac commenced a comprehensive review of its products, reassessing items such as fees, terms and conditions and how products are sold. From this review we have taken action to 1 An employee sentiment survey is conducted monthly. Six month rolling average stable at 73%. 2 Proportion of women (permanent and maximum term) in leadership roles across the Group, including the CEO, Group Executives, General Managers, senior leaders with significant influence on business outcomes (direct reports to General Managers and their direct reports), large (3+) team people leaders three levels below General Manager, and Bank and Assistant Bank Managers. reduce certain transaction fees, we’ve changed teller incentives and removed many products from sale. In this review we’ve prioritised good customer outcomes over financial gain. – BT Financial Group has led the market in helping to transform the wealth industry for customers. Over recent years BT has increased education standards for its financial planners, changed planner remuneration and led the market in publishing feedback on planners from customers. This year the division removed grandfathered advice payments at a cost of around $28 million (post tax) per annum and materially reduced the cost to customers of using its wealth system Panorama. – Similarly, as indicated earlier, our people are deeply committed to our vision and doing the right thing by customers. This is embedded in our values, and has been reinforced across the Group through additional training and updates to our code of conduct. – Westpac has been consistently rated a sustainability leader by external governance bodies. This has included being a Leader in the Dow Jones Sustainability Index for much of the last decade. In 2018, Westpac ranked 17th. This year we also enhanced our disclosures on climate change and human rights, helping to maintain our leadership. 4. We have continued to lend prudently all through the recent period. Notwithstanding recognised issues with certain processes, which Brian Hartzer explains in more detail in his letter, our detailed work has confirmed that the credit quality of our mortgage portfolio remains sound, with Australian delinquencies remaining low and properties in possession lower than the same period last year. In addition, significant benefits have subsequently flowed to individual borrowers, and to the broader economy. As a bank whose success is inextricably linked to the fortunes of Australia and New Zealand, we have no interest in lending to individuals and companies that cannot repay their loans. This has not changed over recent years and it is not something the Board would tolerate. Unfortunately recent market commentary continues to imply that banks are lax in their standards, lend irresponsibly and our processes are prone to systemic fraud. For Westpac, this is just not true. That is not to say there have not been some shortcomings, instances where we have let down a customer, or where we’ve been subject to fraud. When we do find issues we act promptly on our processes or on any individual or third party involved. While I could easily write my whole letter on this topic, shareholders need to only look to the outcomes of our lending for evidence. Today our credit quality metrics remain near cyclical lows across both businesses and consumers. In mortgages for example, less than 1% of our mortgage loans are more than 90 days in arrears, Chairman’s report and for a portfolio with an exposure of more than $550 2018 financial performance billion, the losses in 2018 were $86 million1. In 2018 our financial performance was mixed; we’ve further I will not repeat more statistics on this topic and urge built on the balance sheet and financial strengths that are a shareholders to seek out the facts for themselves if they need any more comfort on our practices. We hallmark of Westpac but our annual results were relatively flat over the year. Cash earnings (our preferred measure of report an extraordinary amount of information on asset performance) for the year ended 30 September 2018 was quality in our presentations, in our Annual Report and $8,065 million, $3 million higher than the 2017 financial year. in our detailed Pillar 3 report – and it is readily Our reported profit reached $8,095 million up 1% in Full available. Year 2018. 5. Our purposeful, consistent and large investment in The Group began the year solidly with good growth and well- technology is the way forward to further improve the managed margins in the first half. Conditions in the second customer and employee experience and hence shareholder value. At the centre of this investment is the modernisation of our technology infrastructure. While it is often hard to visualise our progress, it is real and in 2018 we have had particular success in: – Commissioning a new private cloud infrastructure for the storage and management of data. This major milestone significantly reduces our storage costs, enhances flexibility and slashes the time needed to create capacity for new initiatives. – Continuing the development of Panorama, our funds administration system, rolling out new reporting functionality and enhancing the mobile app. – Reaching major milestones on development of our Customer Service Hub, the Group’s multiple brand operating system. The system is built around the customer and will help us materially improve service. The system will go live with new Westpac mortgages in 2019. At the same time, Westpac is underway transforming the company using digital technology. This has involved automating manual activity and allowing customers to self- serve more of their routine banking. Amongst various changes this year we have introduced a new online mortgage application in St.George, voice banking for Apple devices, and created the ability to cancel a credit card online. Our online services have also expanded, including allowing customers to access historical statements from closed accounts. One change over the year that many shareholders may appreciate is the ability to deposit a cheque using the Westpac mobile app on their phone – an Australian first. This new feature eliminates a major reason why people go to a branch and allows customers to take an image of a cheque and deposit it directly into their account - at any time of the day. It’s just another way we are making banking easier. 1 Actual mortgage losses net of insurance. half of the year however were more difficult with higher funding costs, lower mortgage spreads, and a reduced markets and treasury contribution. In addition, we needed to lift provisions associated with customer refunds and regulatory/litigation costs as we continue to address some of the legacy issues alluded to earlier. Brian will speak to performance in more detail in his letter. On the balance sheet, the story is a strong one. Our common equity tier 1 capital after deductions increased by 6% over the year and we have maintained our common equity tier 1 capital ratio at 10.6% - above APRA’s unquestionably strong benchmark. Westpac’s liquidity position is similarly strong with $154 billion in liquid assets providing the Group with significant funding flexibility. Our two key liquidity ratios, the Liquidity Coverage Ratio and Net Stable Funding Ratio, were both comfortably ahead of regulatory benchmarks. Credit quality has continued to be a highlight with all dimensions of the portfolio in good shape. The ratio of stressed assets to total committed exposures has remained near cyclical lows at 1.08%. This strength in our balance sheet has continued to come at a cost – increasing shareholders’ equity, lifting shares on issue and maintaining a strong liquidity position impacts returns. More specifically, as a result of the increase in shares on issue, our cash earnings per share of 236.2 cents was 1% lower over the year while the Group’s return on equity (ROE) was 13.0%, down from 13.8% in 2017. Dividends This year the Board has determined a final dividend of 94 cents per share, which is unchanged over the prior half and consistent with the final dividend for 2017. This brings the full year dividend to 188 cents per share, unchanged from 2017. In setting the dividend, the Group seeks to maintain a payout ratio that is sustainable over the long term. That is, we aim to retain sufficient capital for growth and to maintain an unquestionably strong capital position. At the same time, we seek to maximise the distribution of franking credits. The impact of the Bank Levy (which cost an equivalent of around 8 cents per share) was also considered. The Dividends for the full year represent a payout ratio of 80% which is slightly above our longer term target of 70% - 75%. The 94 cents final dividend represents a dividend yield of 6.7% based on the closing share price at 29 September 2018 of $27.93, or a yield of over 9.5% after adjusting for franking. 6 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 7 Chairman’s report handling responsibilities and is improving the complaints process for customers and identifying and addressing the root cause of problems. – We have established a new Vulnerable Customer Council – to better support customers who may be at risk, and to help them to avoid hardship and financial harm. The Council is supported by specialist teams with access to expertise in areas such as health and counselling to help manage customers often in complex circumstances. We have recently developed a customer vulnerability action plan and are actively looking at how we can respond to other socially important issues – like St.George becoming Australia’s first dementia- friendly bank. 2. We are an organisation that values our employees and is a great place to work. Our people are our greatest asset and underpin our success. Reflecting our commitment, employee sentiment has remained high and stable this year at 73%1. Examples of our commitments to our people include: – Providing a comprehensive selection of personal development opportunities. In 2018 employees completed over 100,000 courses on our self- directed learning platform, LearningBank. Over 850 leaders graduated from the AGSM-accredited Certificate of Executive Leadership Program and 350 new leaders completed the Foundational Leadership Program. We also introduced a Young Leader Program to develop and support emerging leaders. – Providing opportunities for employees to get involved in their local communities and the causes that matter to them through a range of initiatives. Last year, employees shared over 29,000 hours volunteering their time and skills. In addition, over $6 million was collectively donated to registered charities through our matching gifts program. – Continuing to build on the diversity of our workforce. Last year Westpac reached the important milestone of– 50% Women in Leadership roles2 and we’ve maintained that level – a culmination of various initiatives over many years. 3. We have always understood the need to be conscious of all stakeholders’ needs if we are to provide satisfactory long-term returns for investors. We are not an organisation based on “greed” or on short-term profit. For example: – In 2015 Westpac commenced a comprehensive review of its products, reassessing items such as fees, terms and conditions and how products are sold. From this review we have taken action to 1 An employee sentiment survey is conducted monthly. Six month rolling average stable at 73%. 2 Proportion of women (permanent and maximum term) in leadership roles across the Group, including the CEO, Group Executives, General Managers, senior leaders with significant influence on business outcomes (direct reports to General Managers and their direct reports), large (3+) team people leaders three levels below General Manager, and Bank and Assistant Bank Managers. reduce certain transaction fees, we’ve changed teller incentives and removed many products from sale. In this review we’ve prioritised good customer outcomes over financial gain. – BT Financial Group has led the market in helping to transform the wealth industry for customers. Over recent years BT has increased education standards for its financial planners, changed planner remuneration and led the market in publishing feedback on planners from customers. This year the division removed grandfathered advice payments at a cost of around $28 million (post tax) per annum and materially reduced the cost to customers of using its wealth system Panorama. – Similarly, as indicated earlier, our people are deeply committed to our vision and doing the right thing by customers. This is embedded in our values, and has been reinforced across the Group through additional training and updates to our code of conduct. – Westpac has been consistently rated a sustainability leader by external governance bodies. This has included being a Leader in the Dow Jones Sustainability Index for much of the last decade. In 2018, Westpac ranked 17th. This year we also enhanced our disclosures on climate change and human rights, helping to maintain our leadership. 4. We have continued to lend prudently all through the recent period. Notwithstanding recognised issues with certain processes, which Brian Hartzer explains in more detail in his letter, our detailed work has confirmed that the credit quality of our mortgage portfolio remains sound, with Australian delinquencies remaining low and properties in possession lower than the same period last year. In addition, significant benefits have subsequently flowed to individual borrowers, and to the broader economy. As a bank whose success is inextricably linked to the fortunes of Australia and New Zealand, we have no interest in lending to individuals and companies that cannot repay their loans. This has not changed over recent years and it is not something the Board would tolerate. Unfortunately recent market commentary continues to imply that banks are lax in their standards, lend irresponsibly and our processes are prone to systemic fraud. For Westpac, this is just not true. That is not to say there have not been some shortcomings, instances where we have let down a customer, or where we’ve been subject to fraud. When we do find issues we act promptly on our processes or on any individual or third party involved. While I could easily write my whole letter on this topic, shareholders need to only look to the outcomes of our lending for evidence. Today our credit quality metrics remain near cyclical lows across both businesses and consumers. In mortgages for example, less than 1% of our mortgage loans are more than 90 days in arrears, Chairman’s report and for a portfolio with an exposure of more than $550 billion, the losses in 2018 were $86 million1. I will not repeat more statistics on this topic and urge shareholders to seek out the facts for themselves if they need any more comfort on our practices. We report an extraordinary amount of information on asset quality in our presentations, in our Annual Report and in our detailed Pillar 3 report – and it is readily available. 2018 financial performance In 2018 our financial performance was mixed; we’ve further built on the balance sheet and financial strengths that are a hallmark of Westpac but our annual results were relatively flat over the year. Cash earnings (our preferred measure of performance) for the year ended 30 September 2018 was $8,065 million, $3 million higher than the 2017 financial year. Our reported profit reached $8,095 million up 1% in Full Year 2018. 1 5. Our purposeful, consistent and large investment in technology is the way forward to further improve the customer and employee experience and hence shareholder value. At the centre of this investment is the modernisation of our technology infrastructure. While it is often hard to visualise our progress, it is real and in 2018 we have had particular success in: – Commissioning a new private cloud infrastructure for the storage and management of data. This major milestone significantly reduces our storage costs, enhances flexibility and slashes the time needed to create capacity for new initiatives. – Continuing the development of Panorama, our funds administration system, rolling out new reporting functionality and enhancing the mobile app. – Reaching major milestones on development of our Customer Service Hub, the Group’s multiple brand operating system. The system is built around the customer and will help us materially improve service. The system will go live with new Westpac mortgages in 2019. At the same time, Westpac is underway transforming the company using digital technology. This has involved automating manual activity and allowing customers to self- serve more of their routine banking. Amongst various changes this year we have introduced a new online mortgage application in St.George, voice banking for Apple devices, and created the ability to cancel a credit card online. Our online services have also expanded, including allowing customers to access historical statements from closed accounts. One change over the year that many shareholders may appreciate is the ability to deposit a cheque using the Westpac mobile app on their phone – an Australian first. This new feature eliminates a major reason why people go to a branch and allows customers to take an image of a cheque and deposit it directly into their account - at any time of the day. It’s just another way we are making banking easier. 1 Actual mortgage losses net of insurance. The Group began the year solidly with good growth and well- managed margins in the first half. Conditions in the second half of the year however were more difficult with higher funding costs, lower mortgage spreads, and a reduced markets and treasury contribution. In addition, we needed to lift provisions associated with customer refunds and regulatory/litigation costs as we continue to address some of the legacy issues alluded to earlier. Brian will speak to performance in more detail in his letter. On the balance sheet, the story is a strong one. Our common equity tier 1 capital after deductions increased by 6% over the year and we have maintained our common equity tier 1 capital ratio at 10.6% - above APRA’s unquestionably strong benchmark. Westpac’s liquidity position is similarly strong with $154 billion in liquid assets providing the Group with significant funding flexibility. Our two key liquidity ratios, the Liquidity Coverage Ratio and Net Stable Funding Ratio, were both comfortably ahead of regulatory benchmarks. Credit quality has continued to be a highlight with all dimensions of the portfolio in good shape. The ratio of stressed assets to total committed exposures has remained near cyclical lows at 1.08%. This strength in our balance sheet has continued to come at a cost – increasing shareholders’ equity, lifting shares on issue and maintaining a strong liquidity position impacts returns. More specifically, as a result of the increase in shares on issue, our cash earnings per share of 236.2 cents was 1% lower over the year while the Group’s return on equity (ROE) was 13.0%, down from 13.8% in 2017. Dividends This year the Board has determined a final dividend of 94 cents per share, which is unchanged over the prior half and consistent with the final dividend for 2017. This brings the full year dividend to 188 cents per share, unchanged from 2017. In setting the dividend, the Group seeks to maintain a payout ratio that is sustainable over the long term. That is, we aim to retain sufficient capital for growth and to maintain an unquestionably strong capital position. At the same time, we seek to maximise the distribution of franking credits. The impact of the Bank Levy (which cost an equivalent of around 8 cents per share) was also considered. The Dividends for the full year represent a payout ratio of 80% which is slightly above our longer term target of 70% - 75%. The 94 cents final dividend represents a dividend yield of 6.7% based on the closing share price at 29 September 2018 of $27.93, or a yield of over 9.5% after adjusting for franking. 6 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 7 Chairman’s report The final ordinary dividend will be paid on 20 December 2018 with the record date of 14 November 2018. continue to benefit from Peter’s expertise as a member of the Bank of Melbourne Advisory Board. Chief Executive Officer’s report As part of our detailed Board renewal process, we are likely to announce the appointment of one or two new Non- executive Directors in the first half of calendar 2019. My commitment Reverting to the main theme of this year’s letter there are two final, very important, points to raise. Your Board is here to represent shareholders and we shall unashamedly continue to do so including striving to provide you with the best possible returns on your equity over the long term. We understand that for a well-run bank (or any commercial organisation) this will not, and cannot be, at the expense of the customer. The most successful organisations treat their customers and employees well and from there the financial returns flow. The final paragraph in my Chairman’s letter to you last year concluded: “One of the key things our 200th anniversary (April 2017) has shown me is the passion and commitment of the people of Westpac to supporting our customers and creating a better future for all Australians and New Zealanders. It is this passion and commitment that has seen us through the highs and lows of the past 200 years and continues to drive us forward and helps us continue to deliver sustainable returns for you, our shareholders.” I believed that statement then and I believe it now. I hope that, if as a result of the Royal Commission or otherwise, you were beginning to question what Westpac stands for, and what drives us as an organisation, this commentary provides you with answers and context. We will learn from the Royal Commission but we are not defined by it. LINDSAY MAXSTED Chairman Remuneration outcomes In the Board’s assessment of Westpac’s performance, earnings were below expectations while the balance sheet was stronger across capital, liquidity and credit quality. The Group made good strategic progress with its service strategy and has continued to build the quality and diversity of its workforce. In aggregate, the Group’s balanced scorecard outcome was below target. Further, to reflect executive accountability for risk and reputation matters (related to the Royal Commission in the context I have outlined above), the Board has applied discretion to further reduce short term variable reward outcomes. As a result, short term variable reward outcomes for the CEO and Group Executives in Australia are on average 25% lower than 2017 levels. At the same time, the performance hurdles for the 2015 Long Term Variable Reward (LTVR) plan were not met and, as a result, the awards were forfeited in full for the third consecutive year. Forfeiting of long term variable reward is consistent with the relatively weak performance of shares in the banking sector, including Westpac, over the last few years, including the 2018 financial year. Given the significant reduction in short term variable reward, and no vesting under the long term variable reward, the Board feels that 2018 remuneration adequately reflects both performance (on all fronts including financial, customer and risk management) as well as shareholder outcomes. Board changes Strong governance is underpinned by a strong Board. Bringing together the right mix of skills and experience and succession planning are critical elements of my role as Chairman. Over the year we appointed two new directors on the Board with Peter Nash starting in March 2018 and Anita Fung joining the board in October 2018. We also announced that Peter Hawkins would retire post Westpac’s 2018 AGM. As a former Senior Partner at KPMG, including serving as the National Chairman of KPMG, Peter brings significant financial, accounting, risk management and strategy expertise to the Board. During his time at KPMG, Peter worked as the Lead Audit Partner for another major Australian bank and so also brings a deep understanding of the risks and workings of Banks. Anita is a highly respected career banker and our first Board member residing outside Australia and New Zealand. With her extensive experience at HSBC in Hong Kong, Anita adds new international banking and financial services experience to your Board. Peter Hawkins first joined the Board in the volatile times of 2008, and with his deep banking experience helped steer this company through a decade of significant change. Personally, Peter has been a great support to me and an excellent shareholder advocate and I wish him all the best in his future endeavours. While leaving the Board, we will Brian Hartzer Chief Executive Officer Dear fellow shareholders, were not enough to offset the negative impacts on our P&L The 2018 financial year has been exceptionally difficult for in the second half. the banking industry, and for Westpac. It has also been a On a more positive note, our balance sheet remained strong disappointing year for our shareholders, both in terms of the across all key measures and indeed strengthened in several reduction in our share price and the uncertainty that has areas—notably our common equity tier 1 ratio which finished been introduced as a result of various regulatory actions and the year at 10.6%—above APRA’s ‘unquestionably strong’ the Royal Commission. I therefore wanted to start my letter this year by acknowledging the effect these factors have had on you, and by thanking you for your continued support for Westpac. My management team and I are incredibly conscious of the trust benchmark of 10.5%. You’ll recall from my previous messages that a strong balance sheet is always our first priority, and we are especially pleased with our results in terms of credit quality, deposit funding, and liquidity management. that you place in us through your investment in our shares, The financial sections in the Annual Report and our 2018 and we do not take that trust for granted. I also want to Full Year Financial Results contain a detailed discussion of reassure you that we are fully committed to resolving the the various remediation provisions that affected our result current issues we face, creating better outcomes for this year—particularly on the non-interest income line, which customers, and to delivering on our strategy to grow the includes a number of negative income adjustments. At a sustainable value of your company. high level these provisions fall into two categories. Our Chairman, Lindsay Maxsted, has set out in his letter an The first relates to financial advice delivered by BT. As part excellent summary of the causes of and lessons from the of an ASIC industry-wide review we are participating in, we current issues faced by Westpac and the financial services have identified a number of cases where customers of our industry as a whole. Rather than repeat these here, my letter focuses on:  The drivers of our financial performance this year  What we are doing to address—and learn from—the issues that have been raised with interest.  A progress update on our “Service Revolution” strategy; and  An overview of our priorities for next year. Financial Performance Our cash earnings were relatively flat this financial year, with a solid first half increase offset by a second half decline. Our first half earnings reflected a strong margin performance, disciplined loan and deposit growth, improved contribution from markets and good cost control. In the second half, however, we experienced a significant margin decline—primarily in mortgages—as a function of an increase in both funding costs and competitive pressure. Global financial markets were relatively quiet this year, which meant that financial markets revenue was lower, particularly in the second half. We also recognised provisions of $380 million ($281 million after tax) to cover estimated customer payments and refunds and related costs associated with a number of past customer issues, as well as litigation. As these challenges emerged we took further action on pricing and productivity during the year, but they employed BT financial planners paid annual fees under a ‘fee for service’ arrangement, but those customers either didn’t receive the advice they had paid for, or our records were insufficient to demonstrate that the advice was in fact delivered. In those cases we refunded the fees in question, Last year we outlined provisions associated with refunding customers who we identified as having received poor advice from their BT financial planner. These provisions reflect the cost of putting the customer back into the position that they would have been if they had not received poor advice. This year we increased these provisions, reflecting an increase in the number of affected customers we have identified and, in some cases, sizes relative to last year. The second provision category relates to operational errors in the management and servicing of our various products, identified through our ‘get it right, put it right’ initiative. Over the last three years we have conducted hundreds of detailed product reviews across our Consumer, Business and wealth areas. These reviews check that our products are performing as expected, that our disclosures are appropriate, and that operational processes and calculations are accurate. In some cases these reviews have identified legacy product issues; for example where operational errors led to some customers not being switched to principal and interest status once their contractual interest-only period expired, or where customers did not receive packaged discounts to which they were entitled. Here too, we are 8 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 9 Chairman’s report The final ordinary dividend will be paid on 20 December continue to benefit from Peter’s expertise as a member of 2018 with the record date of 14 November 2018. the Bank of Melbourne Advisory Board. Remuneration outcomes In the Board’s assessment of Westpac’s performance, earnings were below expectations while the balance sheet was stronger across capital, liquidity and credit quality. The My commitment Group made good strategic progress with its service strategy and has continued to build the quality and diversity of its workforce. As part of our detailed Board renewal process, we are likely to announce the appointment of one or two new Non- executive Directors in the first half of calendar 2019. Reverting to the main theme of this year’s letter there are two final, very important, points to raise. Your Board is here to represent shareholders and we shall unashamedly In aggregate, the Group’s balanced scorecard outcome was continue to do so including striving to provide you with the below target. Further, to reflect executive accountability for best possible returns on your equity over the long term. We risk and reputation matters (related to the Royal Commission understand that for a well-run bank (or any commercial in the context I have outlined above), the Board has applied organisation) this will not, and cannot be, at the expense of discretion to further reduce short term variable reward outcomes. the customer. The most successful organisations treat their customers and employees well and from there the financial As a result, short term variable reward outcomes for the returns flow. CEO and Group Executives in Australia are on average 25% The final paragraph in my Chairman’s letter to you last year lower than 2017 levels. At the same time, the performance concluded: Given the significant reduction in short term variable reward, continue to deliver sustainable returns for you, our “One of the key things our 200th anniversary (April 2017) has shown me is the passion and commitment of the people of Westpac to supporting our customers and creating a better future for all Australians and New Zealanders. It is this passion and commitment that has seen us through the highs and lows of the past 200 years and continues to drive us forward and helps us shareholders.” I believed that statement then and I believe it now. I hope that, if as a result of the Royal Commission or otherwise, you were beginning to question what Westpac stands for, and what drives us as an organisation, this commentary provides you with answers and context. We will learn from the Royal Commission but we are not defined by it. LINDSAY MAXSTED Chairman hurdles for the 2015 Long Term Variable Reward (LTVR) plan were not met and, as a result, the awards were forfeited in full for the third consecutive year. Forfeiting of long term variable reward is consistent with the relatively weak performance of shares in the banking sector, including Westpac, over the last few years, including the 2018 financial year. and no vesting under the long term variable reward, the Board feels that 2018 remuneration adequately reflects both performance (on all fronts including financial, customer and risk management) as well as shareholder outcomes. Board changes Strong governance is underpinned by a strong Board. Bringing together the right mix of skills and experience and succession planning are critical elements of my role as Chairman. Over the year we appointed two new directors on the Board with Peter Nash starting in March 2018 and Anita Fung joining the board in October 2018. We also announced that Peter Hawkins would retire post Westpac’s 2018 AGM. As a former Senior Partner at KPMG, including serving as the National Chairman of KPMG, Peter brings significant financial, accounting, risk management and strategy expertise to the Board. During his time at KPMG, Peter worked as the Lead Audit Partner for another major Australian bank and so also brings a deep understanding of the risks and workings of Banks. Anita is a highly respected career banker and our first Board member residing outside Australia and New Zealand. With her extensive experience at HSBC in Hong Kong, Anita adds new international banking and financial services experience to your Board. Peter Hawkins first joined the Board in the volatile times of 2008, and with his deep banking experience helped steer this company through a decade of significant change. Personally, Peter has been a great support to me and an excellent shareholder advocate and I wish him all the best in his future endeavours. While leaving the Board, we will Chief Executive Officer’s report 1 Brian Hartzer Chief Executive Officer Dear fellow shareholders, The 2018 financial year has been exceptionally difficult for the banking industry, and for Westpac. It has also been a disappointing year for our shareholders, both in terms of the reduction in our share price and the uncertainty that has been introduced as a result of various regulatory actions and the Royal Commission. I therefore wanted to start my letter this year by acknowledging the effect these factors have had on you, and by thanking you for your continued support for Westpac. My management team and I are incredibly conscious of the trust that you place in us through your investment in our shares, and we do not take that trust for granted. I also want to reassure you that we are fully committed to resolving the current issues we face, creating better outcomes for customers, and to delivering on our strategy to grow the sustainable value of your company. Our Chairman, Lindsay Maxsted, has set out in his letter an excellent summary of the causes of and lessons from the current issues faced by Westpac and the financial services industry as a whole. Rather than repeat these here, my letter focuses on:  The drivers of our financial performance this year;  What we are doing to address—and learn from—the issues that have been raised;  A progress update on our “Service Revolution” strategy; and  An overview of our priorities for next year. Financial Performance Our cash earnings were relatively flat this financial year, with a solid first half increase offset by a second half decline. Our first half earnings reflected a strong margin performance, disciplined loan and deposit growth, improved contribution from markets and good cost control. In the second half, however, we experienced a significant margin decline—primarily in mortgages—as a function of an increase in both funding costs and competitive pressure. Global financial markets were relatively quiet this year, which meant that financial markets revenue was lower, particularly in the second half. We also recognised provisions of $380 million ($281 million after tax) to cover estimated customer payments and refunds and related costs associated with a number of past customer issues, as well as litigation. As these challenges emerged we took further action on pricing and productivity during the year, but they were not enough to offset the negative impacts on our P&L in the second half. On a more positive note, our balance sheet remained strong across all key measures and indeed strengthened in several areas—notably our common equity tier 1 ratio which finished the year at 10.6%—above APRA’s ‘unquestionably strong’ benchmark of 10.5%. You’ll recall from my previous messages that a strong balance sheet is always our first priority, and we are especially pleased with our results in terms of credit quality, deposit funding, and liquidity management. The financial sections in the Annual Report and our 2018 Full Year Financial Results contain a detailed discussion of the various remediation provisions that affected our result this year—particularly on the non-interest income line, which includes a number of negative income adjustments. At a high level these provisions fall into two categories. The first relates to financial advice delivered by BT. As part of an ASIC industry-wide review we are participating in, we have identified a number of cases where customers of our employed BT financial planners paid annual fees under a ‘fee for service’ arrangement, but those customers either didn’t receive the advice they had paid for, or our records were insufficient to demonstrate that the advice was in fact delivered. In those cases we refunded the fees in question, with interest. Last year we outlined provisions associated with refunding customers who we identified as having received poor advice from their BT financial planner. These provisions reflect the cost of putting the customer back into the position that they would have been if they had not received poor advice. This year we increased these provisions, reflecting an increase in the number of affected customers we have identified and, in some cases, sizes relative to last year. The second provision category relates to operational errors in the management and servicing of our various products, identified through our ‘get it right, put it right’ initiative. Over the last three years we have conducted hundreds of detailed product reviews across our Consumer, Business and wealth areas. These reviews check that our products are performing as expected, that our disclosures are appropriate, and that operational processes and calculations are accurate. In some cases these reviews have identified legacy product issues; for example where operational errors led to some customers not being switched to principal and interest status once their contractual interest-only period expired, or where customers did not receive packaged discounts to which they were entitled. Here too, we are 8 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 9 Chief Executive Officer’s report Chief Executive Officer’s report refunding customers affected by these issues as we identify them. condition meant that they essentially got ‘stuck in the system’—with no clear path to a sensible resolution. in banking, in recent years, non-financial risks—operational important component of a high performance culture that risk, cyber, legal/regulatory risk, financial crime, and conduct delivers for customers and shareholders alike. Revenue was also impacted by the full year impact of the Bank Levy—the cost of which has been entirely borne by shareholders. The Levy cost us $378 million this year, $283 million higher than 2017 and on an after tax basis reduced cash earnings growth by 2.5%. With revenue growth under pressure, expense control remains an important priority for the Group. This year, our productivity initiatives generated $304 million in savings, helping to offset volume-related cost growth and the large increase in regulatory-related costs. These savings were broad based, and reflect our consistent approach to driving efficiency - every year, each division is tasked with identifying productivity improvements that offset inflation and volume growth, which allows us to invest in longer-term structural productivity initiatives. As examples, this year we drove significant savings through reducing management layers, we streamlined the use of external suppliers and digitised more activity. With more customers using digital we’ve been able to close 47 branches and remove over 400 ATMs. We’ve also had particular success removing paper through greater adoption of e-statements, development of more agile work spaces, and increasing the portion of documents that are handled digitally. In aggregate we’ve eliminated over 500 tonnes of paper this year. Despite these savings, increases in the cost of regulatory and compliance-related projects, along with a rise in our investment spend, contributed to an overall growth in expenses of 5%, and an increase in our expense to income ratio to 43.7%. To put this in perspective, total regulatory and compliance costs exceeded $1.1 billion this year - that’s more than 20% up over the last two years. While some of these cost increases are permanent, we expect that over the next several years much of this cost will reduce as we further simplify our products and business processes, deliver large regulatory projects like the New Payments Platform and the Government’s ‘Open Banking’ initiative, automate manual controls, and complete current remediation efforts. Addressing reputational and risk issues In his letter, the Chairman identified some lessons for Westpac emerging from the Royal Commission: complaints handling, non-financial risks, remuneration and financial advice. I’d like to share my perspective on each and what we are doing to address the underlying issues. Complaints handling For me, complaints handling was the most disappointing issue to emerge this year. Since I joined Westpac in 2012 I have personally driven a focus on complaints—in particular the identification and elimination of the root causes of complaints. This has been successful with complaint volumes more than halving over the last five years. However what we—and I—missed in this focus was the relatively small number of vulnerable customers, and customers for whom the consequences of their situation were severe. For some of these people, their situation or I should point out that not all of these cases actually represent failures by Westpac. In some cases the customer was mistreated by a third party advisor, had been the victim of fraud, or simply made a poor business judgment. Nevertheless, there are also examples where members of staff have not lived up to our code of conduct or, at a minimum, have not been sufficiently empathetic to a customer’s situation or have not been proactive enough to help the customer resolve a matter. The case studies at the Royal Commission have made this all too clear. To address this issue we have made substantial changes to the way we manage complaints and deal with vulnerable customers. In June of this year I appointed Carolyn McCann as Group Executive, Customer and Corporate Relations, reporting to me. This new Division centralises all complaints handling and related policies across the Group, and complements the work of our independent Customer Advocate. A particular focus of the Group has been the identification and resolution of long-outstanding customer matters, with our team working to make things right for customers. As part of this effort our senior executives, including me, have stepped up the amount of time we spend reviewing specific customer complaints and meeting personally with some of the affected customers to ensure we fully understand the issues and the impact of our actions and what we need to do to improve. In the short term, the media attention surrounding the Royal Commission, as well as the launch of the new Australian Financial Complaints Authority (AFCA), will likely see complaint volumes remain elevated for some time. However we are confident that we now have the right level of focus across the company on resolving customer issues and the root causes of complaints. More broadly on reputation, we know that what we do is more important than what we say. That is why we continue to make changes that improve the customer experience for all customers. For example, all St.George branches are now recognised as ‘dementia-friendly’, a program developed in partnership with Dementia Australia. Dementia Australia has helped us develop a staff training program for creating a safe environment for those with dementia, and further assists us by auditing our branches to confirm that our training is working in practice. Other changes include improvements to customer fraud handling and providing customers experiencing hardship with ‘breathing space’ and options to pause repayments if needed. We’ve changed our remuneration structures for our customer facing staff to ensure the emphasis is on service and doing the right thing, not sales, and have simplified our products and fees. We know there is still much to do to demonstrate our commitment to looking after every customer–but we’re on the right track. Management of non-financial risks While managing financial risks in our balance sheet—credit, market, funding, and liquidity—is always an essential priority risk—are being given increased attention. In some cases—such as cyber risk—risks have emerged from developments in technology and changes in customer behaviour. In others—such as regulatory and conduct risk— they reflect the fact that the bar has lifted on the industry’s practices and that banks, including Westpac, needed to do more to look after their customers. Cyber and fraud risk are an example of where our focus has paid off. We have invested heavily in our capabilities to protect and detect cyber-attacks against both Westpac and our customers. As a result, our total fraud losses have fallen by around 20% since 2016. However the constantly shifting nature of cyber-attacks means that we can never be complacent in this area. Another challenging area this year was in relation to ‘responsible lending’ rules. In essence, these rules require lenders to ensure that retail loans are ‘not unsuitable’ for the customer. Westpac uses a multi-layered approach to credit approval to meet these requirements. Our regulators have raised concerns about the methodologies we use to achieve this, including the steps we have taken to verify information provided by customers. In response, we have made changes to our policies and processes, including more detailed steps to verify information provided by customers and less reliance on benchmarks for assessing customer expenses. Remuneration and incentives must be aligned with our service-led strategy. That is why we have accelerated implementation of the Sedgwick Reforms1, which are in place from 1 October 2018 for all customer-facing Consumer and Business Banking employees —two years prior to the recommended time frame. At a more senior level, we have now implemented the BEAR regime2, which sets out explicitly who is accountable for what, and made further changes to the weightings in our executive scorecards and deferral periods for incentive pay to ensure that our senior people are fully on the hook for delivering good customer and risk outcomes. We have also strengthened our approach to consequence management with a new Group-wide framework which sets out conduct expectations and the consequences of failing to meet those standards. The framework consolidates and builds on pre- existing consequence management policies, processes and practices. This includes reinforcing reward practices by providing guidance on impacts to individual incentive payments to make sure they properly and fairly reflect failures in customer or risk outcomes. We believe the changes we have made are now consistent with better practice on remuneration, although we will continue to watch and evolve our policies and practices over time. Underlying risks in financial planning While we continue to believe that our lending decisions were As described earlier, failings in Financial Advice have been appropriate, and that loans were not unsuitable for our the most costly area of remediation this year across the customers, in September this year we reached agreement industry, and for Westpac in particular. with ASIC that between December 2011 and March 2015 our home lending assessment process didn’t meet the standard required and sought court approval of that settlement. We are waiting to hear from the court in that regard. Nevertheless, I do want to emphasise that we have not compromised our credit standards and our lending portfolio continues to perform well. In 2013 the Federal Parliament’s Future of Financial Advice (‘FOFA’) legislation came into effect, which imposed a ‘best interests’ duty on financial advisers and mandated changes to the way advisers could be paid—essentially, shifting from a ‘product commission’ model to a ‘fee-for-service’ model. This represented a major change in the way the financial advice industry worked, and imposed significant new control At a senior level we now devote as much, if not more, time and compliance requirements on advisers and firms that to non-financial risks as we do to financial risks. We track provide financial advice. and manage the number of open issues within each division, and I meet regularly with my executive team to review progress on closing these issues out. Through our ‘get it right, put it right’ initiative, each business is tasked with identifying and changing policies or practices that no longer pass muster—our decision this year to eliminate ‘grandfathered’ payments to BT salaried planners in BT is an example. Employee remuneration The Royal Commission has brought significant attention to bank remuneration policies and practices, identifying them as a contributor to poor conduct. We are conscious of this risk, and over recent years have continued to modify the way we pay our people to encourage good behaviour while discouraging behaviour that is not in customers’ interest. For example, in 2016 we were the first major bank to eliminate all sales incentives for our tellers, with incentives tied exclusively to customer satisfaction results. What has become clear is that in implementing these changes, we did not embed strong enough controls and record-keeping around ensuring that customers who had signed up to an ongoing advice relationship in fact received that advice, and that those fees were stopped when the advice relationship ceased. We are now going back through all of these files to ensure that our planners’ records show that advice was provided, and, if not, that fees were stopped and where appropriate refunded. We provided $195 million in 2018 as an estimate of what this will ultimately cost in refunds and administration for our salaried financial planners. Further work is under way to determine the extent to which this is also an issue for our ‘aligned’ planners, who operate their own independent businesses, but under our licence. 1 Stephen Sedgwick AO led independent Review of product sales commissions and product based payments in retail banking in We do however continue to believe that properly structured incentives aligned with good customer outcomes are an Australia. Final Report was released in April 2017. 2 Banking Executive Accountability Regime. 10 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 11 Chief Executive Officer’s report refunding customers affected by these issues as we identify condition meant that they essentially got ‘stuck in the them. system’—with no clear path to a sensible resolution. Revenue was also impacted by the full year impact of the Bank Levy—the cost of which has been entirely borne by I should point out that not all of these cases actually represent failures by Westpac. In some cases the customer shareholders. The Levy cost us $378 million this year, $283 was mistreated by a third party advisor, had been the victim million higher than 2017 and on an after tax basis reduced of fraud, or simply made a poor business judgment. cash earnings growth by 2.5%. With revenue growth under pressure, expense control remains an important priority for the Group. This year, our productivity initiatives generated $304 million in savings, helping to offset volume-related cost growth and the large increase in regulatory-related costs. These savings were Nevertheless, there are also examples where members of staff have not lived up to our code of conduct or, at a minimum, have not been sufficiently empathetic to a customer’s situation or have not been proactive enough to help the customer resolve a matter. The case studies at the Royal Commission have made this all too clear. broad based, and reflect our consistent approach to driving To address this issue we have made substantial changes to efficiency - every year, each division is tasked with the way we manage complaints and deal with vulnerable identifying productivity improvements that offset inflation and customers. In June of this year I appointed Carolyn McCann volume growth, which allows us to invest in longer-term as Group Executive, Customer and Corporate Relations, structural productivity initiatives. As examples, this year we drove significant savings through reducing management layers, we streamlined the use of external suppliers and digitised more activity. With more customers using digital we’ve been able to close 47 branches and remove over 400 ATMs. We’ve also had particular success removing paper through greater adoption of e-statements, development of more agile work spaces, and increasing the portion of documents that are handled digitally. In aggregate we’ve eliminated over 500 tonnes of paper this year. Despite these savings, increases in the cost of regulatory and compliance-related projects, along with a rise in our investment spend, contributed to an overall growth in expenses of 5%, and an increase in our expense to income ratio to 43.7%. To put this in perspective, total regulatory and compliance costs exceeded $1.1 billion this year - that’s more than 20% up over the last two years. While some of these cost increases are permanent, we expect that over the next several years much of this cost will reduce as we further simplify our products and business processes, deliver large regulatory projects like the New Payments Platform and the Government’s ‘Open Banking’ initiative, automate manual controls, and complete current remediation efforts. Addressing reputational and risk issues In his letter, the Chairman identified some lessons for Westpac emerging from the Royal Commission: complaints handling, non-financial risks, remuneration and financial advice. I’d like to share my perspective on each and what we are doing to address the underlying issues. Complaints handling For me, complaints handling was the most disappointing issue to emerge this year. Since I joined Westpac in 2012 I have personally driven a focus on complaints—in particular the identification and elimination of the root causes of complaints. This has been successful with complaint volumes more than halving over the last five years. However what we—and I—missed in this focus was the relatively small number of vulnerable customers, and customers for whom the consequences of their situation were severe. For some of these people, their situation or reporting to me. This new Division centralises all complaints handling and related policies across the Group, and complements the work of our independent Customer Advocate. A particular focus of the Group has been the identification and resolution of long-outstanding customer matters, with our team working to make things right for customers. As part of this effort our senior executives, including me, have stepped up the amount of time we spend reviewing specific customer complaints and meeting personally with some of the affected customers to ensure we fully understand the issues and the impact of our actions and what we need to do to improve. In the short term, the media attention surrounding the Royal Commission, as well as the launch of the new Australian Financial Complaints Authority (AFCA), will likely see complaint volumes remain elevated for some time. However we are confident that we now have the right level of focus across the company on resolving customer issues and the root causes of complaints. More broadly on reputation, we know that what we do is more important than what we say. That is why we continue to make changes that improve the customer experience for all customers. For example, all St.George branches are now recognised as ‘dementia-friendly’, a program developed in partnership with Alzheimer’s Australia. Alzheimer’s Australia has helped us develop a staff training program for creating a safe environment for those with dementia, and further assists us by auditing our branches to confirm that our training is working in practice. Other changes include improvements to customer fraud handling and providing customers experiencing hardship with ‘breathing space’ and options to pause repayments if needed. We’ve changed our remuneration structures for our customer facing staff to ensure the emphasis is on service and doing the right thing, not sales, and have simplified our products and fees. We know there is still much to do to demonstrate our commitment to looking after every customer–but we’re on the right track. Management of non-financial risks While managing financial risks in our balance sheet—credit, market, funding, and liquidity—is always an essential priority in banking, in recent years, non-financial risks—operational risk, cyber, legal/regulatory risk, financial crime, and conduct risk—are being given increased attention. In some cases—such as cyber risk—risks have emerged from developments in technology and changes in customer behaviour. In others—such as regulatory and conduct risk— they reflect the fact that the bar has lifted on the industry’s practices and that banks, including Westpac, needed to do more to look after their customers. Cyber and fraud risk are an example of where our focus has paid off. We have invested heavily in our capabilities to protect and detect cyber-attacks against both Westpac and our customers. As a result, our total fraud losses have fallen by around 20% since 2016. However the constantly shifting nature of cyber-attacks means that we can never be complacent in this area. Another challenging area this year was in relation to ‘responsible lending’ rules. In essence, these rules require lenders to ensure that retail loans are ‘not unsuitable’ for the customer. Westpac uses a multi-layered approach to credit approval to meet these requirements. Our regulators have raised concerns about the methodologies we use to achieve this, including the steps we have taken to verify information provided by customers. In response, we have made changes to our policies and processes, including more detailed steps to verify information provided by customers and less reliance on benchmarks for assessing customer expenses. While we continue to believe that our lending decisions were appropriate, and that loans were not unsuitable for our customers, in September this year we reached agreement with ASIC that between December 2011 and March 2015 our home lending assessment process didn’t meet the standard required and sought court approval of that settlement. We are waiting to hear from the court in that regard. Nevertheless, I do want to emphasise that we have not compromised our credit standards and our lending portfolio continues to perform well. At a senior level we now devote as much, if not more, time to non-financial risks as we do to financial risks. We track and manage the number of open issues within each division, and I meet regularly with my executive team to review progress on closing these issues out. Through our ‘get it right, put it right’ initiative, each business is tasked with identifying and changing policies or practices that no longer pass muster—our decision this year to eliminate ‘grandfathered’ payments to BT salaried planners in BT is an example. Employee remuneration The Royal Commission has brought significant attention to bank remuneration policies and practices, identifying them as a contributor to poor conduct. We are conscious of this risk, and over recent years have continued to modify the way we pay our people to encourage good behaviour while discouraging behaviour that is not in customers’ interest. For example, in 2016 we were the first major bank to eliminate all sales incentives for our tellers, with incentives tied exclusively to customer satisfaction results. We do however continue to believe that properly structured incentives aligned with good customer outcomes are an Chief Executive Officer’s report important component of a high performance culture that delivers for customers and shareholders alike. Remuneration and incentives must be aligned with our service-led strategy. That is why we have accelerated implementation of the Sedgwick Reforms1, which are in place from 1 October 2018 for all customer-facing Consumer and Business Banking employees —two years prior to the recommended time frame. 1 At a more senior level, we have now implemented the BEAR regime2, which sets out explicitly who is accountable for what, and made further changes to the weightings in our executive scorecards and deferral periods for incentive pay to ensure that our senior people are fully on the hook for delivering good customer and risk outcomes. We have also strengthened our approach to consequence management with a new Group-wide framework which sets out conduct expectations and the consequences of failing to meet those standards. The framework consolidates and builds on pre- existing consequence management policies, processes and practices. This includes reinforcing reward practices by providing guidance on impacts to individual incentive payments to make sure they properly and fairly reflect failures in customer or risk outcomes. We believe the changes we have made are now consistent with better practice on remuneration, although we will continue to watch and evolve our policies and practices over time. Underlying risks in financial planning As described earlier, failings in Financial Advice have been the most costly area of remediation this year across the industry, and for Westpac in particular. In 2013 the Federal Parliament’s Future of Financial Advice (‘FOFA’) legislation came into effect, which imposed a ‘best interests’ duty on financial advisers and mandated changes to the way advisers could be paid—essentially, shifting from a ‘product commission’ model to a ‘fee-for-service’ model. This represented a major change in the way the financial advice industry worked, and imposed significant new control and compliance requirements on advisers and firms that provide financial advice. What has become clear is that in implementing these changes, we did not embed strong enough controls and record-keeping around ensuring that customers who had signed up to an ongoing advice relationship in fact received that advice, and that those fees were stopped when the advice relationship ceased. We are now going back through all of these files to ensure that our planners’ records show that advice was provided, and, if not, that fees were stopped and where appropriate refunded. We provided $195 million in 2018 as an estimate of what this will ultimately cost in refunds and administration for our salaried financial planners. Further work is under way to determine the extent to which this is also an issue for our ‘aligned’ planners, who operate their own independent businesses, but under our licence. 1 Stephen Sedgwick AO led independent Review of product sales commissions and product based payments in retail banking in Australia. Final Report was released in April 2017. 2 Banking Executive Accountability Regime. 10 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 11 Chief Executive Officer’s report Through detailed reviews and compliance checking, we have also found further instances where planners provided inappropriate advice for individual customers. A significant remediation program is underway as part of an industry-wide initiative overseen by ASIC. The goal of this program is to identify and remediate any customer who has received poor advice from one of our financial planners. We have invested significantly in this program, with over 75 employees currently reviewing files of advisers that have been identified through our work. Looking ahead, we have introduced significant additional controls to minimise the possibility of customers receiving poor advice in the future. This includes additional training, increased oversight of planner activity, and more severe consequences—including participation in an industry-wide register for planners who contravene our policies. There has been significant reputational damage for the financial advice industry as a whole, including BT. It has also meant a significant uplift in compliance costs, including more than doubling support and compliance resources for financial advisers over recent years. This creates real challenges for the ongoing provision of affordable advice for the majority of consumers. It remains our view that large companies like Westpac are in fact best placed to provide advice to the mass market, given that we have the experience and resources to meet the required compliance practices (and to put things right when they occasionally go wrong). However we have to be pragmatic about this and are continuing to look at ways that we can provide access to affordable and unbiased advice to customers who require it. Investment in Compliance and Risk We know we have more to do to improve the way we manage non-financial risks, and this work is well underway. To address the issues that we’ve seen this year we have taken a number of steps, including substantially increased staffing levels in our ‘first line’ compliance and risk teams— who undertake a number of important steps to help us do the right thing for our customers, including checking the quality of work done by our front line teams, monitoring transactions for fraud or other suspicious activity such as money laundering—as well as in teams working on remediation across our various business units. In the short term this has come at a substantial cost to our financial results. We expensed over $1.1 billion on regulation and compliance this year—significantly more than what we wrote off in credit provisions. Nevertheless, we believe this is money well spent: The focus of this investment includes upgrades to technology to close control gaps, improve stability, and provide better detective control and reporting on fraud and financial crime; extra staffing to verify customer documentation; and new tools to automate data collection and storage. Over time this should dramatically reduce the incidence of control failures and the cost of manual intervention and remediation. Delivering our Service Revolution With all of the attention on improving risk controls and remediation, it would be easy to lose sight of the substantial progress we have made on our strategic agenda to build one of the world’s great service companies. While there has inevitably been some ‘crowding out’ of investment, overall we have maintained momentum on our response to a once- in-a-generation change in the banking industry. Our strategy reflects dramatic changes we are seeing in customer behaviour—through the adoption of digital channels—along with new capabilities in technology and data analysis. We believe that by recognising that banking is a service business, not a product business, we can harness these developments to create a strong and growing customer franchise while substantially reducing the cost to serve—thereby translating into a more profitable and sustainable business. The foundation of this strategy is delivering great service— which we define as a culture devoted to helping customers achieve what’s important to them. We measure great service through growth in our customer base across our brands, along with various measures of customer satisfaction and engagement—most notably, the net promoter score (NPS). This year we grew customers numbers by around 250,000, or 2%, which saw total Australian banking customer numbers surpass 11 million for the first time. We also saw substantial improvements across our business on NPS1, relative to our peers. In business, we finished the year #1 on NPS for Commercial, SME, and Micro-business segments. In Consumer, our relative Group ranking increased to #2 on NPS among the major banks. We believe these outcomes reflect improvements in both the quality of our training and the extent of customer contact by our bankers, as well as improved stability in our systems—a critical success factor given the increased reliance by customers on mobile and digital banking. We still have more work to do, however: absolute NPS scores actually fell across the sector in consumer this year, which we think reflects the string of negative news on the sector. Across the company we continue to set high standards for our people on service delivery for example, every staff member is encouraged to participate in a ‘service huddle’ at least weekly, where we share good and bad stories on service delivery and reinforce the behaviours needed to build superior service. The second element of our service revolution program is the development of our digital channels and the renewal of our technology platforms. This year we switched on the core of our new technology infrastructure, the Customer Service Hub. It re-orients our systems around the customer and will make it much easier to provide the level of integrated service that customers expect. The system is still in pilot but we expect to complete the roll-out for mortgages across our brands in 2019. 1 Net Promoter Score measures the net likelihood of recommendation to others of the customer’s main financial institution. Net Promoter ScoreSM is a trademark of Bain & Co Inc., Satmetrix Systems, Inc., and Mr Frederick Reichheld. Using a scale of 0 to 10 (0 means ‘extremely unlikely’ and 10 means ‘extremely likely’), the 0-6 raters (detractors) are deducted from the 9-10 raters (promoters). Chief Executive Officer’s report goal in 2019 is to put as many of the outstanding issues behind us as possible. We still have more analysis to do in areas such as financial advice, but we feel we are well progressed on the known issues. There are however a number of reviews and inquiries outstanding (e.g., matters arising from the Royal Commission) and their findings, along with how the Government and regulators will respond, remain uncertain. Nevertheless we will continue to work constructively to implement any change while seeking to ensure that the strength of our financial system and support for the broader economy are not compromised. 2. Maintain momentum in the customer franchise: The ultimate source of sustainable revenue (and value) for Westpac is the size and quality of our customer franchise. So it’s important we continue building our service proposition, growing customer numbers, deepening relationships, and improving retention. Across our bank we now have 27 separate business unit leaders, each of whom is supported by cross functional teams of marketers, designers, technologists, and re-engineering experts (among others). Together they are improving processes and innovating in ways that give our customers more reasons to join our brands and consolidate their financial services needs with us—for reasons that aren’t just about price. 3. Structural cost reduction: Given the lower outlook for revenue growth we need to work even harder on our cost base to maintain returns for shareholders. We are already one of the more efficient banks in the world, which means there aren’t enough “quick wins” to meet our cost objectives. Rather we need to focus on structural cost reduction by automating tasks, reengineering activities and streamlining our products—but this also requires investment. Over recent years, our approach has delivered productivity savings of around $250 - $300 million per annum. In 2019 we aim to lift that over $400 million—almost one third higher than in 2018. Many of the required initiatives are already underway, as we digitise processes and reduce bureaucracy, but it remains a stretching target that will require discipline across the company. In conclusion, I would like to once again thank our investors for your continued support this year. While it is no doubt a difficult time to be investing in banks, shareholders should be confident that our balance sheet has never been stronger, we have an excellent customer franchise, and what I believe to be the strongest management team in the sector. As a result we continue to believe that Westpac will continue to deliver good value and returns for shareholders. Yours sincerely, We’ve also introduced a range of new digital solutions for customers that make their banking easier. This includes simple things like being able to deposit a cheque with a mobile phone or check a balance and make a payment just by asking Siri. For businesses, we are gradually turning off paper-based systems through the use of digital documents, and reengineering how we originate loans to simplify and speed up the process for customers. These innovations have contributed to a lift in digital sales and allowed us to streamline our network. The third, critical aspect of our transformation is around our people and culture. While our people are overwhelmingly focused on doing the right thing for customers, we have sought to weed out systems and processes that may have encouraged poor behaviours. At the same time, we are supporting our people to prepare for the changing nature of work with increased training resources, more flexible work arrangements and a drive to further build the diversity and capability of our workforce. During the year we completed the roll-out of a new performance management framework called “Motivate”. The framework starts with an employee’s behaviours, and focuses each staff member on individual quarterly goals and development objectives. We’ve also sought to help our people manage unclear or complex decisions with all employees involved in “Navigate” workshops. These sessions have sought to bring together our vision, values, code of conduct and service promise to help our people understand the behaviours expected of them. This is on top of the changes to remuneration structures to focus on sales, which I mentioned earlier. Together, these initiatives are creating an environment where the best people can prosper and grow—a critical aspect to attracting and retaining a talented and motivated workforce in an increasingly competitive market for talent. We are fortunate that we start from a position of strength. Westpac already has an engaged and high quality workforce. We can see that in our employee engagement scores, our leadership position in diversity and the way we support the communities in which we operate. Priorities for 2019 We believe our service-led strategy remains the right one for the times. The combination of building a great service culture, simplifying our business, and using digital technology to deliver innovative services at a significantly lower cost will be an increasing differentiator for Westpac. We therefore intend to maintain our level of investment at around $1.4 billion per year for the next few years, which should see us largely complete the upgrades to our systems (although a level of ongoing investment will always be required). profitability. for 2019: However we are conscious of the current environment and the need to continue to deliver an acceptable level of Considering all the above, we have set three main priorities 1. Deal with outstanding issues: The current environment has created significant uncertainty for investors and our BRIAN HARTZER Chief Executive Officer The Westpac Group 12 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 13 Chief Executive Officer’s report Through detailed reviews and compliance checking, we have also found further instances where planners provided inappropriate advice for individual customers. A significant remediation program is underway as part of an industry-wide initiative overseen by ASIC. The goal of this program is to identify and remediate any customer who has received poor advice from one of our financial planners. We have invested significantly in this program, with over 75 employees currently reviewing files of advisers that have been identified through our work. Looking ahead, we have introduced significant additional controls to minimise the possibility of customers receiving poor advice in the future. This includes additional training, increased oversight of planner activity, and more severe consequences—including participation in an industry-wide register for planners who contravene our policies. There has been significant reputational damage for the financial advice industry as a whole, including BT. It has also meant a significant uplift in compliance costs, including more than doubling support and compliance resources for financial advisers over recent years. This creates real challenges for the ongoing provision of affordable advice for the majority of consumers. It remains our view that large companies like Westpac are in fact best placed to provide advice to the mass market, given that we have the experience and resources to meet the required compliance practices (and to put things right when they occasionally go wrong). However we have to be pragmatic about this and are continuing to look at ways that we can provide access to affordable and unbiased advice to customers who require it. Investment in Compliance and Risk We know we have more to do to improve the way we manage non-financial risks, and this work is well underway. To address the issues that we’ve seen this year we have taken a number of steps, including substantially increased staffing levels in our ‘first line’ compliance and risk teams— who undertake a number of important steps to help us do the right thing for our customers, including checking the quality of work done by our front line teams, monitoring transactions for fraud or other suspicious activity such as money laundering—as well as in teams working on remediation across our various business units. In the short term this has come at a substantial cost to our financial results. We expensed over $1.1 billion on regulation and compliance this year—significantly more than what we wrote off in credit provisions. Nevertheless, we believe this is money well spent: The focus of this investment includes upgrades to technology to close control gaps, improve stability, and provide better detective control and reporting on fraud and financial crime; extra staffing to verify customer documentation; and new tools to automate data collection and storage. Over time this should dramatically reduce the incidence of control failures and the cost of manual intervention and remediation. Delivering our Service Revolution With all of the attention on improving risk controls and remediation, it would be easy to lose sight of the substantial progress we have made on our strategic agenda to build one of the world’s great service companies. While there has inevitably been some ‘crowding out’ of investment, overall we have maintained momentum on our response to a once- in-a-generation change in the banking industry. Our strategy reflects dramatic changes we are seeing in customer behaviour—through the adoption of digital channels—along with new capabilities in technology and data analysis. We believe that by recognising that banking is a service business, not a product business, we can harness these developments to create a strong and growing customer franchise while substantially reducing the cost to serve—thereby translating into a more profitable and sustainable business. The foundation of this strategy is delivering great service— which we define as a culture devoted to helping customers achieve what’s important to them. We measure great service through growth in our customer base across our brands, along with various measures of customer satisfaction and engagement—most notably, the net promoter score (NPS). This year we grew customers numbers by around 250,000, or 2%, which saw total Australian banking customer numbers surpass 11 million for the first time. We also saw substantial improvements across our business on NPS1, relative to our peers. In business, we finished the year #1 on NPS for Commercial, SME, and Micro-business segments. In Consumer, our relative Group ranking increased to #2 on NPS among the major banks. We believe these outcomes reflect improvements in both the quality of our training and the extent of customer contact by our bankers, as well as improved stability in our systems—a critical success factor given the increased reliance by customers on mobile and digital banking. We still have more work to do, however: absolute NPS scores actually fell across the sector in consumer this year, which we think reflects the string of negative news on the sector. Across the company we continue to set high standards for our people on service delivery for example, every staff member is encouraged to participate in a ‘service huddle’ at least weekly, where we share good and bad stories on service delivery and reinforce the behaviours needed to build superior service. The second element of our service revolution program is the development of our digital channels and the renewal of our technology platforms. This year we switched on the core of our new technology infrastructure, the Customer Service Hub. It re-orients our systems around the customer and will make it much easier to provide the level of integrated service that customers expect. The system is still in pilot but we expect to complete the roll-out for mortgages across our brands in 2019. 1 Net Promoter Score measures the net likelihood of recommendation to others of the customer’s main financial institution. Net Promoter ScoreSM is a trademark of Bain & Co Inc., Satmetrix Systems, Inc., and Mr Frederick Reichheld. Using a scale of 0 to 10 (0 means ‘extremely unlikely’ and 10 means ‘extremely likely’), the 0-6 raters (detractors) are deducted from the 9-10 raters (promoters). We’ve also introduced a range of new digital solutions for customers that make their banking easier. This includes simple things like being able to deposit a cheque with a mobile phone or check a balance and make a payment just by asking Siri. For businesses, we are gradually turning off paper-based systems through the use of digital documents, and reengineering how we originate loans to simplify and speed up the process for customers. These innovations have contributed to a lift in digital sales and allowed us to streamline our network. The third, critical aspect of our transformation is around our people and culture. While our people are overwhelmingly focused on doing the right thing for customers, we have sought to weed out systems and processes that may have encouraged poor behaviours. At the same time, we are supporting our people to prepare for the changing nature of work with increased training resources, more flexible work arrangements and a drive to further build the diversity and capability of our workforce. During the year we completed the roll-out of a new performance management framework called “Motivate”. The framework starts with an employee’s behaviours, and focuses each staff member on individual quarterly goals and development objectives. We’ve also sought to help our people manage unclear or complex decisions with all employees involved in “Navigate” workshops. These sessions have sought to bring together our vision, values, code of conduct and service promise to help our people understand the behaviours expected of them. This is on top of the changes to remuneration structures to focus on sales, which I mentioned earlier. Together, these initiatives are creating an environment where the best people can prosper and grow—a critical aspect to attracting and retaining a talented and motivated workforce in an increasingly competitive market for talent. We are fortunate that we start from a position of strength. Westpac already has an engaged and high quality workforce. We can see that in our employee engagement scores, our leadership position in diversity and the way we support the communities in which we operate. Priorities for 2019 We believe our service-led strategy remains the right one for the times. The combination of building a great service culture, simplifying our business, and using digital technology to deliver innovative services at a significantly lower cost will be an increasing differentiator for Westpac. We therefore intend to maintain our level of investment at around $1.4 billion per year for the next few years, which should see us largely complete the upgrades to our systems (although a level of ongoing investment will always be required). However we are conscious of the current environment and the need to continue to deliver an acceptable level of profitability. Considering all the above, we have set three main priorities for 2019: 1. Deal with outstanding issues: The current environment has created significant uncertainty for investors and our Chief Executive Officer’s report goal in 2019 is to put as many of the outstanding issues behind us as possible. We still have more analysis to do in areas such as financial advice, but we feel we are well progressed on the known issues. There are however a number of reviews and inquiries outstanding (e.g., matters arising from the Royal Commission) and their findings, along with how the Government and regulators will respond, remain uncertain. Nevertheless we will continue to work constructively to implement any change while seeking to ensure that the strength of our financial system and support for the broader economy are not compromised. 1 2. Maintain momentum in the customer franchise: The ultimate source of sustainable revenue (and value) for Westpac is the size and quality of our customer franchise. So it’s important we continue building our service proposition, growing customer numbers, deepening relationships, and improving retention. Across our bank we now have 27 separate business unit leaders, each of whom is supported by cross functional teams of marketers, designers, technologists, and re-engineering experts (among others). Together they are improving processes and innovating in ways that give our customers more reasons to join our brands and consolidate their financial services needs with us—for reasons that aren’t just about price. 3. Structural cost reduction: Given the lower outlook for revenue growth we need to work even harder on our cost base to maintain returns for shareholders. We are already one of the more efficient banks in the world, which means there aren’t enough “quick wins” to meet our cost objectives. Rather we need to focus on structural cost reduction by automating tasks, reengineering activities and streamlining our products—but this also requires investment. Over recent years, our approach has delivered productivity savings of around $250 - $300 million per annum. In 2019 we aim to lift that over $400 million—almost one third higher than in 2018. Many of the required initiatives are already underway, as we digitise processes and reduce bureaucracy, but it remains a stretching target that will require discipline across the company. In conclusion, I would like to once again thank our investors for your continued support this year. While it is no doubt a difficult time to be investing in banks, shareholders should be confident that our balance sheet has never been stronger, we have an excellent customer franchise, and what I believe to be the strongest management team in the sector. As a result we continue to believe that Westpac will continue to deliver good value and returns for shareholders. Yours sincerely, BRIAN HARTZER Chief Executive Officer The Westpac Group 12 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 13  innovate and simplify to reinvent the customer simplify products and processes by digitising end-to- experience. end; and As part of our delivery of the Service Revolution, we have drive efficiency opportunities from digitisation and Information on Westpac Westpac is one of the four major banking organisations in Australia and one of the largest banking organisations in New Zealand. We provide a broad range of banking and financial services in these markets, including consumer1, business and institutional banking and wealth management services. We have branches, affiliates and controlled entities2 throughout Australia, New Zealand, Asia and in the Pacific region, and maintain branches and offices in some of the key financial centres around the world.3 We were founded in 1817 and were the first bank established in Australia. In 1850, we were incorporated as the Bank of New South Wales by an Act of the New South Wales Parliament. In 1982, we changed our name to Westpac Banking Corporation following our merger with the Commercial Bank of Australia. On 23 August 2002, we were registered as a public company limited by shares under the Australian Corporations Act 2001 (Cth) (Corporations Act). At 30 September 2018, our market capitalisation was $96 billion4 and we had total assets of $880 billion. External environment Full Year 2018 has been a challenging year for the financial services sector in Australia, including for Westpac. The sector has been the subject of intense scrutiny from Government, regulators, the media and the community in general. Among various developments, legal actions have been filed by the Australian Securities and Investments Commission, the Banking Executive Accountability Regime, to be overseen by the Australian Prudential Regulatory Authority, was introduced, a review of competition in the sector was conducted by the Productivity Commission, and the Australian Competition and Consumer Commission established its Financial Services Unit. In addition, the Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry (Royal Commission) was established on 14 December 2017 and has generated a serious impact on public sentiment and the financial services industry. The terms of reference for the Royal Commission require it to consider (amongst other things) the conduct of banks, insurers, financial service providers, superannuation funds (not including self-managed superannuation funds) and intermediaries between borrowers and lenders, and the effectiveness of Australian regulators in addressing misconduct in financial institutions. The Royal Commission has been a valuable and rigorous process. Since its establishment, the Royal Commission has completed the majority of its hearings, and on 28 September 2018 released its interim report. The interim report raised a number of important points of policy and principle for 1 A consumer is defined as a person who uses our products and services. It does not include business entities. 2 Refer to Note 35 to the financial statements for a list of our material controlled entities as at 30 September 2018. 3 Contact details for our head office, major businesses and offshore locations can be found on the inside back cover. 4 Based on the closing share price of our ordinary shares on the ASX as at 30 September 2018. consideration by Westpac, the industry, its regulators and policy makers. It signalled that financial services organisations, including Westpac, need to do more to meet the needs of customers and the community, including by preventing, detecting and addressing misconduct, and consistently meeting legal and regulatory obligations. Westpac provided a formal response to the interim report on 26 October 2018. Business strategy The Royal Commission and the broader environment in which we operate have reinforced the need to deliver better customer outcomes and experiences, and underlined the importance of continuing to deliver on our vision and strategy, including the Service Revolution. Westpac’s vision is ‘To be one of the world’s great service companies, helping our customers, communities and people to prosper and grow’. In delivering on our strategy, we are focused on our core markets, including Australia and New Zealand, where we provide a comprehensive range of financial products and services that we believe assist us in meeting the financial services needs of customers. With over 14 million customers5, our focus is on organic growth, growing customer numbers in our chosen segments and building stronger and deeper customer relationships. A key element of this approach is our portfolio of financial services brands, which we believe enables us to appeal to a broader range of customers and provides us with the flexibility to offer solutions that better meet individual customer needs. As we continue to build the business, the financial services environment remains challenging and has required us to maintain focus on our financial position. This has involved:  maintaining the high level and quality of our capital;   continuing to improve our funding and liquidity position; and seeking to maintain a high level of asset quality and appropriate provisioning. We continue to focus on ways to simplify our business to make it easier for customers to do business with us and to make work better for our people. We believe these improvement efforts deliver better customer outcomes while also creating capacity for investment. Throughout 2018 we continued our focus on seeking to deliver positive outcomes for our customers and shareholders through our Service Revolution transformation. The Service Revolution is seeking to:    provide a truly personal service for customers while better anticipating their needs; put customers in control of their finances; respond to the increased pace of innovation, disruption and changing customer behaviours through digitisation and increasing our capacity for innovation; and 5 All customers with an active relationship (excludes channel only and potential relationships) as at 30 September 2018. developed an integrated, multi-year plan that will be executed across the Group. In 2018, we continued to deliver outcomes and milestones on a number of our transformation programs focused on the digitisation of the company through the design and development of a single bank technology infrastructure. We expect this will transform customer experiences and drive operational efficiency. At the same time, we believe our Consumer Bank and Business Bank transformation programs continued to deliver market-leading customer services, while lowering the cost to serve. Over the year, substantial work has also continued on conduct and culture, with work focused on continuing to strengthen our conduct management across the Group. In the context of the Royal Commission, much of the effort this year has been focused on improving customer outcomes and on our product reviews, as well as working to ensure we meet customer and community expectations. We are continuing to make adjustments and improvements to our business. In addition, work continues on ensuring that we are responding to the changing regulatory and industry landscape. Sustainability is part of our strategy of seeking to anticipate and shape the most pressing emerging social issues where we have the skills and experience to make a meaningful difference and drive business value. Our approach makes sustainability part of the way we do business, embedded in our strategy, values, culture and processes. Supporting our customer-focused strategy is a strong set of company-wide values, which are embedded in our culture. These are: integrity; service; one team; courage; and achievement.           In delivering our strategy, we have five strategic priorities Strategic priorities that help guide our activities: a) Service leadership provide a seamless customer experience across all channels; deepen relationships through context-based customer experiences using our portfolio of brands; acquire new customers by making it simpler, easier and better for customers to choose us; and resolve legacy customer issues and ensure that our service creates good customer outcomes. b) Digital transformation create a 21st century, digitised bank with multi-brand capabilities; Information on Westpac          consolidation of systems. c) Performance discipline to be the region’s best performing bank;  manage the business in a balanced way across strength, growth, return and productivity; focus on reducing structural costs;  maintain strong levels of capital to meet the needs of all our stakeholders and requirements of regulators; continue to enhance our funding and liquidity position, including ensuring a diversity of funding pools and meeting new liquidity requirements; and  maintain a high quality portfolio of assets, coupled with appropriate provisioning. d) Growth highways  focus on stronger growth in: – specific business segments, in particular, small to medium enterprises; and – supporting our customers’ insurance and investment needs. e) Workforce revolution focus on a customer-centric culture; strengthen the skills of our people to better serve customers and meet their complete financial needs; empower our people to drive innovation, deliver new and improved ways of working and be responsive to change; and continue to enhance the diversity of our workforce. 14 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 15 Westpac is one of the four major banking organisations in consideration by Westpac, the industry, its regulators and Information on Westpac Australia and one of the largest banking organisations in New Zealand. We provide a broad range of banking and financial services in these markets, including consumer1, business and institutional banking and wealth management services. We have branches, affiliates and controlled entities2 throughout Australia, New Zealand, Asia and in the Pacific region, and maintain branches and offices in some of the key financial centres around the world.3 We were founded in 1817 and were the first bank established in Australia. In 1850, we were incorporated as the Bank of New South Wales by an Act of the New South Wales Parliament. In 1982, we changed our name to Westpac Banking Corporation following our merger with the Commercial Bank of Australia. On 23 August 2002, we were registered as a public company limited by shares under the Australian Corporations Act 2001 (Cth) (Corporations Act). At 30 September 2018, our market capitalisation was $96 billion4 and we had total assets of $880 billion. External environment Full Year 2018 has been a challenging year for the financial services sector in Australia, including for Westpac. The sector has been the subject of intense scrutiny from policy makers. It signalled that financial services organisations, including Westpac, need to do more to meet the needs of customers and the community, including by preventing, detecting and addressing misconduct, and consistently meeting legal and regulatory obligations. Westpac provided a formal response to the interim report on 26 October 2018. Business strategy The Royal Commission and the broader environment in which we operate have reinforced the need to deliver better customer outcomes and experiences, and underlined the importance of continuing to deliver on our vision and strategy, including the Service Revolution. Westpac’s vision is ‘To be one of the world’s great service companies, helping our customers, communities and people to prosper and grow’. In delivering on our strategy, we are focused on our core markets, including Australia and New Zealand, where we provide a comprehensive range of financial products and services that we believe assist us in meeting the financial services needs of customers. With over 14 million customers5, our focus is on organic growth, growing customer numbers in our chosen segments and building stronger and deeper customer relationships. Government, regulators, the media and the community in A key element of this approach is our portfolio of financial general. Among various developments, legal actions have services brands, which we believe enables us to appeal to a been filed by the Australian Securities and Investments broader range of customers and provides us with the Commission, the Banking Executive Accountability Regime, flexibility to offer solutions that better meet individual to be overseen by the Australian Prudential Regulatory Authority, was introduced, a review of competition in the sector was conducted by the Productivity Commission, and the Australian Competition and Consumer Commission established its Financial Services Unit. In addition, the Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry (Royal Commission) was established on 14 December 2017 and has generated a serious impact on public sentiment and the financial services industry. The terms of reference for the Royal Commission require it to consider (amongst other things) the conduct of banks, insurers, financial service providers, superannuation funds (not including self-managed superannuation funds) and intermediaries between borrowers and lenders, and the effectiveness of Australian regulators in addressing misconduct in financial institutions. The Royal Commission has been a valuable and rigorous process. Since its establishment, the Royal Commission has completed the majority of its hearings, and on 28 September 2018 released its interim report. The interim report raised a number of important points of policy and principle for 1 A consumer is defined as a person who uses our products and services. It does not include business entities. 2 Refer to Note 35 to the financial statements for a list of our material controlled entities as at 30 September 2018. 3 Contact details for our head office, major businesses and offshore locations can be found on the inside back cover. customer needs. As we continue to build the business, the financial services environment remains challenging and has required us to maintain focus on our financial position. This has involved:  maintaining the high level and quality of our capital; continuing to improve our funding and liquidity position; and seeking to maintain a high level of asset quality and appropriate provisioning. We continue to focus on ways to simplify our business to make it easier for customers to do business with us and to make work better for our people. We believe these improvement efforts deliver better customer outcomes while also creating capacity for investment. Throughout 2018 we continued our focus on seeking to deliver positive outcomes for our customers and shareholders through our Service Revolution transformation. The Service Revolution is seeking to: provide a truly personal service for customers while better anticipating their needs; put customers in control of their finances; respond to the increased pace of innovation, disruption and changing customer behaviours through digitisation and increasing our capacity for innovation; and      4 Based on the closing share price of our ordinary shares on the ASX 5 All customers with an active relationship (excludes channel only and as at 30 September 2018. potential relationships) as at 30 September 2018.  innovate and simplify to reinvent the customer experience. As part of our delivery of the Service Revolution, we have developed an integrated, multi-year plan that will be executed across the Group. In 2018, we continued to deliver outcomes and milestones on a number of our transformation programs focused on the digitisation of the company through the design and development of a single bank technology infrastructure. We expect this will transform customer experiences and drive operational efficiency. At the same time, we believe our Consumer Bank and Business Bank transformation programs continued to deliver market-leading customer services, while lowering the cost to serve. Over the year, substantial work has also continued on conduct and culture, with work focused on continuing to strengthen our conduct management across the Group. In the context of the Royal Commission, much of the effort this year has been focused on improving customer outcomes and on our product reviews, as well as working to ensure we meet customer and community expectations. We are continuing to make adjustments and improvements to our business. In addition, work continues on ensuring that we are responding to the changing regulatory and industry landscape. Sustainability is part of our strategy of seeking to anticipate and shape the most pressing emerging social issues where we have the skills and experience to make a meaningful difference and drive business value. Our approach makes sustainability part of the way we do business, embedded in our strategy, values, culture and processes. Supporting our customer-focused strategy is a strong set of company-wide values, which are embedded in our culture. These are:      integrity; service; one team; courage; and achievement. Strategic priorities In delivering our strategy, we have five strategic priorities that help guide our activities: a)     Service leadership provide a seamless customer experience across all channels; deepen relationships through context-based customer experiences using our portfolio of brands; acquire new customers by making it simpler, easier and better for customers to choose us; and resolve legacy customer issues and ensure that our service creates good customer outcomes. b)  Digital transformation create a 21st century, digitised bank with multi-brand capabilities; Information on Westpac simplify products and processes by digitising end-to- end; and drive efficiency opportunities from digitisation and consolidation of systems. 1 Performance discipline to be the region’s best performing bank;   c)   manage the business in a balanced way across strength, growth, return and productivity;  focus on reducing structural costs;  maintain strong levels of capital to meet the needs of all our stakeholders and requirements of regulators;  continue to enhance our funding and liquidity position, including ensuring a diversity of funding pools and meeting new liquidity requirements; and  maintain a high quality portfolio of assets, coupled with appropriate provisioning. Growth highways d)  focus on stronger growth in: – specific business segments, in particular, small to medium enterprises; and – supporting our customers’ insurance and investment needs. e)     Workforce revolution focus on a customer-centric culture; strengthen the skills of our people to better serve customers and meet their complete financial needs; empower our people to drive innovation, deliver new and improved ways of working and be responsive to change; and continue to enhance the diversity of our workforce. 14 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 15 Information on Westpac Organisational structure Our operations comprise the following key customer-facing business divisions operating under multiple brands. Consumer Bank (CB) is responsible for sales and service to consumer customers in Australia under the Westpac, St.George, BankSA, Bank of Melbourne and RAMS brands. Activities are conducted through a dedicated team of specialist consumer relationship managers along with an extensive network of branches, call centres and ATMs. Customers are also supported by a range of internet and mobile banking solutions. CB also works in an integrated way with Business Bank, BTFG and WIB in the sales and service of select financial services and products, including in wealth and foreign exchange. The revenue from these products is mostly retained by the product originators. Business Bank (BB) is responsible for sales and service to micro, small to medium enterprises (SME) and commercial business customers in Australia for facilities up to approximately $150 million. The division operates under the Westpac, St.George, BankSA and Bank of Melbourne brands. Customers are provided with a wide range of banking and financial products and services to support their borrowing, payments and transaction needs. In addition, specialist services are provided for cash flow finance, trade finance, automotive and equipment finance and property finance. The division is also responsible for consumer customers with auto finance loans. BB works in an integrated way with BTFG and WIB in the sales, referral and service of select financial services and products including corporate superannuation, foreign exchange and interest rate hedging. The revenue from these products is mostly retained by the product originator. BT Financial Group (Australia) (BTFG) is the Australian wealth management and insurance arm of the Westpac Group, providing a broad range of associated services. BTFG’s funds management operations include the manufacturing and distribution of investment, superannuation, retirement products, wealth administration platforms, private wealth, margin lending and equities broking. BTFG’s insurance business covers the manufacturing and distribution of life, general and lenders mortgage insurance. The division also uses a third party to manufacture certain general insurance products. In managing risk across all insurance classes, the division reinsures certain risks using external providers. In addition to the BT brand, BTFG operates a range of financial services brands along with the banking brands of Westpac, St.George, Bank of Melbourne and BankSA for Private Wealth and Insurance. Westpac Institutional Bank (WIB) delivers a broad range of financial products and services to commercial, corporate, institutional and government customers with connections to Australia and New Zealand. WIB operates through dedicated industry relationship and specialist product teams, with expert knowledge in financing, transactional banking, financial and debt capital markets. Customers are supported throughout Australia as well as via branches and subsidiaries located in New Zealand, the US, UK and Asia. WIB is also responsible for Westpac Pacific, currently providing a range of banking services in Fiji and PNG. WIB works in an integrated way with all the Group’s divisions in the provision of more complex financial needs, including across foreign exchange and fixed interest solutions. Westpac New Zealand is responsible for sales and service of banking, wealth and insurance products for consumers, business and institutional customers in New Zealand. Westpac conducts its New Zealand banking business through two banks in New Zealand:  Westpac New Zealand Limited (WNZL), which is incorporated in New Zealand; and  Westpac Banking Corporation (New Zealand Branch), which is incorporated in Australia. Westpac New Zealand operates via an extensive network of branches and ATMs across both the North and South Islands. Business and institutional customers are also served through relationship and specialist product teams. Banking products are provided under the Westpac brand, while insurance and wealth products are provided under Westpac Life and BT brands, respectively. Westpac New Zealand also maintains its own infrastructure, including technology, operations and treasury. Group Businesses include:  Treasury, which is responsible for the management of the Group’s balance sheet including wholesale funding, capital and management of liquidity. Treasury also manages the interest rate risk and foreign exchange risks inherent in the balance sheet, including managing the mismatch between Group assets and liabilities. Treasury’s earnings are primarily sourced from managing the Group’s balance sheet and interest rate risk (excluding Westpac New Zealand) within set risk limits;  Group Technology, which comprises functions for the Australian businesses, is responsible for technology strategy and architecture, infrastructure and operations, applications development and business integration; and  Core Support, which comprises functions performed centrally, including Australian banking operations, property services, strategy, finance, risk, compliance, legal, human resources and customer and corporate relations. Group Technology costs are fully allocated to other divisions in the Group. Core Support costs are partially allocated to other divisions in the Group, with costs attributed to enterprise activity retained in Group Businesses. Group Businesses also includes earnings on capital not allocated to divisions, certain intra-group transactions that facilitate the presentation of the performance of the Group’s operating segments, earnings from non-core asset sales and certain other head office items such as centrally raised provisions. Information on Westpac Competition The Group operates in a highly competitive environment. We serve the banking, wealth and risk management needs of customer segments from consumers and small Outlook1 The Australian economy has continued to grow solidly in 2018. GDP increased by 3.4% for the year to June 2018, comfortably above our estimate of potential growth of 2.75%. businesses through to large corporate and institutional Recent GDP growth has been supported by strong clients. The Group competes with other financial services population growth, home construction levels remaining providers in every segment and every product or service. higher for longer, solid business investment and healthy Our competitors include financial services and advisory companies such as banks (both domestic and global), investment banks, credit unions, building societies, export levels. Government spending has been particularly robust, highlighted by health and infrastructure. Improved global growth and solid commodity prices have also mortgage originators, credit card issuers, brokerage firms, supported growth. fund and asset management companies, insurance companies, online financial services providers, and technology companies large and small. Other measures of economic health remain solid with unemployment recently falling to 5% (down from around 5.5% a year earlier), and inflation remaining well under Like other financial services providers, our competitive control at 1.9%. position across customer segments, products and geographies is determined by a variety of factors. These include: the quality, range, innovation and pricing of products about consumer spending, the Reserve Bank has kept the        and services offered; digital and technology solutions; customer service quality and convenience; the effectiveness of, and access to, distribution channels; brand reputation and preference; the types of customer served; and the talent and experience of our employees. We also operate in an environment where digital innovation is changing the competitive landscape. We compete on our ability to offer new products and services that align to evolving customer preferences. The competitive nature of the industry means that if we are not successful in developing or introducing new products and services, or in responding or adapting to changes in customer preferences and habits, we will lose customers to our competitors. Competition within Australia’s financial system is evidenced by both the significant number of providers and the range of products and services available to customers. In Australia, competition for both deposits and lending continues to be fierce, both from established banks as well as new entrants, including technology firms. Slowing growth in some sectors such as housing has heightened competitive intensity as financial institutions work to win new customers and retain existing ones. In our wealth business, we expect the broader competitive landscape to continue to undergo significant change with ongoing consolidation in life insurance, continued regulatory and structural change in financial advice, and increased overseas interest and participation in superannuation. In New Zealand, the Group is experiencing strong competition as banks vie for new customers and seek to retain existing ones. Competition for deposits and lending remains intense. Despite this solid activity, wage growth has remained subdued with nominal earnings up by only 1.8% over the year. With inflation well below target and ongoing questions cash rate steady since August 2016. In particular household budgets have been impacted by low income growth; falling house prices; high debt levels and high energy prices. In New Zealand, the economy has also been sound with solid growth in agriculture, retail and recreational services. New Zealand GDP growth has held at around 2.7%, with unemployment around 4.5% and inflation near 1.5%. Within Australia, the 2019 outlook is for real GDP growth to ease back potentially to 2.7% before lifting to around 3% in 2020. This softening in growth is based on the expectation that commodity prices will ease, the housing construction cycle continues its slowdown and consumer spending moderates. These conditions are also likely to weigh on business investment that is likely to remain below trend. The housing market is likely to remain soft in the year ahead as demand in Sydney and Melbourne markets adjust to affordability and investors respond to falling prices and uncertainty around tax policy. Supply may also ease as more conservative lending policies continue to flow through the system. A sharp rebalancing of interest rate differentials has seen the Australian dollar fall by around 12% against the US dollar. This will particularly support Australia’s services exports and boost the profitability of the resources sector. Public demand is also likely to remain solid as the pipeline of infrastructure projects continues to roll out and the Commonwealth government benefits from a rapidly improving fiscal position. Employment growth is likely to slow from its recent strength to around the level of population growth. As a result, the unemployment rate is anticipated to hold steady at around 5%. That growth slowdown coupled with ongoing soft wage conditions will see little progress in moving inflation towards the Reserve Bank’s target of 2.5%. Global economic growth is also expected to slow somewhat. Accordingly the Reserve Bank is expected to keep the cash rate on hold at 1.5% in 2019. 1 All data and opinions under ‘Outlook’ are generated by our internal economists and management. 16 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 17 Information on Westpac Organisational structure Our operations comprise the following key customer-facing business divisions operating under multiple brands. Consumer Bank (CB) is responsible for sales and service to consumer customers in Australia under the Westpac, St.George, BankSA, Bank of Melbourne and RAMS brands. Activities are conducted through a dedicated team of specialist consumer relationship managers along with an extensive network of branches, call centres and ATMs. Customers are also supported by a range of internet and mobile banking solutions. CB also works in an integrated way with Business Bank, BTFG and WIB in the sales and service of select financial services and products, including in wealth and foreign exchange. The revenue from these products is mostly retained by the product originators. Business Bank (BB) is responsible for sales and service to micro, small to medium enterprises (SME) and commercial business customers in Australia for facilities up to approximately $150 million. The division operates under the Westpac, St.George, BankSA and Bank of Melbourne brands. Customers are provided with a wide range of banking and financial products and services to support their borrowing, payments and transaction needs. In addition, specialist services are provided for cash flow finance, trade finance, automotive and equipment finance and property finance. The division is also responsible for consumer customers with auto finance loans. BB works in an integrated way with BTFG and WIB in the sales, referral and service of select financial services and products including corporate superannuation, foreign exchange and interest rate hedging. The revenue from these products is mostly retained by the product originator. BT Financial Group (Australia) (BTFG) is the Australian wealth management and insurance arm of the Westpac Group, providing a broad range of associated services. BTFG’s funds management operations include the manufacturing and distribution of investment, superannuation, retirement products, wealth administration platforms, private wealth, margin lending and equities broking. BTFG’s insurance business covers the manufacturing and distribution of life, general and lenders mortgage insurance. The division also uses a third party to manufacture certain general insurance products. In managing risk across all insurance classes, the division reinsures certain risks using external providers. In addition to the BT brand, BTFG operates a range of financial services brands along with the banking brands of Westpac, St.George, Bank of Melbourne and BankSA for Private Wealth and Insurance. Westpac Institutional Bank (WIB) delivers a broad range of financial products and services to commercial, corporate, institutional and government customers with connections to Australia and New Zealand. WIB operates through dedicated industry relationship and specialist product teams, with expert knowledge in financing, transactional banking, financial and debt capital markets. Customers are supported throughout Australia as well as via branches and subsidiaries located in New Zealand, the US, UK and Asia. WIB is also responsible for Westpac Pacific, currently providing a range of banking services in Fiji and PNG. WIB works in an integrated way with all the Group’s divisions in the provision of more complex financial needs, including across foreign exchange and fixed interest solutions. Westpac New Zealand is responsible for sales and service of banking, wealth and insurance products for consumers, business and institutional customers in New Zealand. Westpac conducts its New Zealand banking business through two banks in New Zealand:  Westpac New Zealand Limited (WNZL), which is incorporated in New Zealand; and  Westpac Banking Corporation (New Zealand Branch), which is incorporated in Australia. Westpac New Zealand operates via an extensive network of branches and ATMs across both the North and South Islands. Business and institutional customers are also served through relationship and specialist product teams. Banking products are provided under the Westpac brand, while insurance and wealth products are provided under Westpac Life and BT brands, respectively. Westpac New Zealand also maintains its own infrastructure, including technology, operations and treasury. Group Businesses include:  Treasury, which is responsible for the management of the Group’s balance sheet including wholesale funding, capital and management of liquidity. Treasury also manages the interest rate risk and foreign exchange risks inherent in the balance sheet, including managing the mismatch between Group assets and liabilities. Treasury’s earnings are primarily sourced from managing the Group’s balance sheet and interest rate risk (excluding Westpac New Zealand) within set risk limits;  Group Technology, which comprises functions for the Australian businesses, is responsible for technology strategy and architecture, infrastructure and operations, applications development and business integration; and  Core Support, which comprises functions performed centrally, including Australian banking operations, property services, strategy, finance, risk, compliance, legal, human resources and customer and corporate relations. Group Technology costs are fully allocated to other divisions in the Group. Core Support costs are partially allocated to other divisions in the Group, with costs attributed to enterprise activity retained in Group Businesses. Group Businesses also includes earnings on capital not allocated to divisions, certain intra-group transactions that facilitate the presentation of the performance of the Group’s operating segments, earnings from non-core asset sales and certain other head office items such as centrally raised provisions. Competition The Group operates in a highly competitive environment. We serve the banking, wealth and risk management needs of customer segments from consumers and small businesses through to large corporate and institutional clients. The Group competes with other financial services providers in every segment and every product or service. Our competitors include financial services and advisory companies such as banks (both domestic and global), investment banks, credit unions, building societies, mortgage originators, credit card issuers, brokerage firms, fund and asset management companies, insurance companies, online financial services providers, and technology companies large and small. Like other financial services providers, our competitive position across customer segments, products and geographies is determined by a variety of factors. These include:        the quality, range, innovation and pricing of products and services offered; digital and technology solutions; customer service quality and convenience; the effectiveness of, and access to, distribution channels; brand reputation and preference; the types of customer served; and the talent and experience of our employees. We also operate in an environment where digital innovation is changing the competitive landscape. We compete on our ability to offer new products and services that align to evolving customer preferences. The competitive nature of the industry means that if we are not successful in developing or introducing new products and services, or in responding or adapting to changes in customer preferences and habits, we will lose customers to our competitors. Competition within Australia’s financial system is evidenced by both the significant number of providers and the range of products and services available to customers. In Australia, competition for both deposits and lending continues to be fierce, both from established banks as well as new entrants, including technology firms. Slowing growth in some sectors such as housing has heightened competitive intensity as financial institutions work to win new customers and retain existing ones. In our wealth business, we expect the broader competitive landscape to continue to undergo significant change with ongoing consolidation in life insurance, continued regulatory and structural change in financial advice, and increased overseas interest and participation in superannuation. In New Zealand, the Group is experiencing strong competition as banks vie for new customers and seek to retain existing ones. Competition for deposits and lending remains intense. Information on Westpac Outlook1 The Australian economy has continued to grow solidly in 2018. GDP increased by 3.4% for the year to June 2018, comfortably above our estimate of potential growth of 2.75%. 1 Recent GDP growth has been supported by strong population growth, home construction levels remaining higher for longer, solid business investment and healthy export levels. Government spending has been particularly robust, highlighted by health and infrastructure. Improved global growth and solid commodity prices have also supported growth. Other measures of economic health remain solid with unemployment recently falling to 5% (down from around 5.5% a year earlier), and inflation remaining well under control at 1.9%. Despite this solid activity, wage growth has remained subdued with nominal earnings up by only 1.8% over the year. With inflation well below target and ongoing questions about consumer spending, the Reserve Bank has kept the cash rate steady since August 2016. In particular household budgets have been impacted by low income growth; falling house prices; high debt levels and high energy prices. In New Zealand, the economy has also been sound with solid growth in agriculture, retail and recreational services. New Zealand GDP growth has held at around 2.7%, with unemployment around 4.5% and inflation near 1.5%. Within Australia, the 2019 outlook is for real GDP growth to ease back potentially to 2.7% before lifting to around 3% in 2020. This softening in growth is based on the expectation that commodity prices will ease, the housing construction cycle continues its slowdown and consumer spending moderates. These conditions are also likely to weigh on business investment that is likely to remain below trend. The housing market is likely to remain soft in the year ahead as demand in Sydney and Melbourne markets adjust to affordability and investors respond to falling prices and uncertainty around tax policy. Supply may also ease as more conservative lending policies continue to flow through the system. A sharp rebalancing of interest rate differentials has seen the Australian dollar fall by around 12% against the US dollar. This will particularly support Australia’s services exports and boost the profitability of the resources sector. Public demand is also likely to remain solid as the pipeline of infrastructure projects continues to roll out and the Commonwealth government benefits from a rapidly improving fiscal position. Employment growth is likely to slow from its recent strength to around the level of population growth. As a result, the unemployment rate is anticipated to hold steady at around 5%. That growth slowdown coupled with ongoing soft wage conditions will see little progress in moving inflation towards the Reserve Bank’s target of 2.5%. Global economic growth is also expected to slow somewhat. Accordingly the Reserve Bank is expected to keep the cash rate on hold at 1.5% in 2019. 1 All data and opinions under ‘Outlook’ are generated by our internal economists and management. 16 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 17 Given the strength of our business, and our balance sheet, in both absolute terms and relative to peers, we believe we are well placed to respond to any additional regulatory requirements. Looking ahead, with our strong positioning, disciplined growth, solid portfolio of businesses, and good progress on our strategic priorities, Westpac believes it is well positioned to continue delivering sustainable outcomes for shareholders and customers. Information on Westpac Financial System credit grew by around 4.5% in the year to September 2018 with system housing credit rising 5.4%, and system business credit expanding by 3.8%. Other consumer credit declined by 1.4% over the year - this continues a path of declining consumer credit for a number of years. Given the economic backdrop, and the potential for a further tightening of credit standards, growth in financial system credit in the year to September 2019 is expected to slow to around 3.5%. Within this aggregate, housing growth is forecast to ease to closer to 4.0%, business credit growth is expected to slow to near 3.5% while personal credit growth is likely to contract by 1%. Westpac Group remains focused on executing our vision of being one of the world’s great service companies with our five strategic priorities assisting this transformation. These include:  maintaining our performance discipline by continuing to be prudent in the management of capital, funding and liquidity; managing returns effectively seeking to achieve a ROE between 13% and 14% and remaining disciplined on asset growth;   continuing to build our customer base while also increasing the depth of customer relationships; utilising technology as part of our digital transformation to materially improve efficiency and reduce the Group’s cost to income ratio to below 40%;  wealth and small to medium business enterprises will continue to be our areas of targeted growth and will include focusing on growing funds on the Group’s wealth management system, called Panorama, and using new technologies to make business banking even easier to access for customers; and  seeking to further build a stronger and more diverse workforce where the best people want to work. Over the last two years we have commenced a number of initiatives to improve Westpac’s reputation. As part of these initiatives Westpac has already provided for customer payments and refunds where we may not have done the right thing for customers, or have not been able to sufficiently demonstrate that we have done the right thing for customers. Our review of products, related systems and processes will continue into 2019 and it may be that further provisions are required in the future. Following announcements from our regulator, APRA, we have greater clarity on what sort of capital levels we need to be considered ‘unquestionably strong’. APRA have indicated a common equity Tier 1 capital ratio of 10.5% under the current APRA framework would be considered consistent with having an unquestionably strong balance sheet. At the same time APRA is currently conducting a number of reviews into the calculation of Australia’s capital ratios including changes to risk weighted assets and how Australia’s ratios should be presented against international peers. Further clarity on these changes is expected in Full Year 2019. APRA has indicated that they believe banks will be able to meet any changes organically. Banks are expected to be required to meet these new standards by 1 January 2020. Significant developments Corporate significant developments Royal Commission into the banking, superannuation and financial services industries On 14 December 2017, the Australian Government established a Royal Commission into potential misconduct in Australia's banks and other financial services entities. The terms of reference for the Royal Commission require it to consider (amongst other things) the conduct of banks, insurers, financial service providers, superannuation funds (not including self-managed superannuation funds) and intermediaries between borrowers and lenders, and the effectiveness of Australian regulators in addressing misconduct in financial institutions. The Royal Commission is not required to inquire into matters such as the financial stability of Australia's banks. A final report is to be provided by the Commission to the Australian Government by 1 February 2019, and an interim report was released and tabled in parliament on 28 September 2018. The Royal Commission is inquiring into potential misconduct and conduct, practices, behaviour or business activities by financial services entities that may fall below community standards and expectations. The Commission has sought and received public submissions as to misconduct issues in financial services and conducted a range of public hearings which have considered case studies of alleged misconduct issues. Westpac has provided the Commission with documents and witness statements and made submissions in all rounds of the Royal Commission to date. The Interim Report of the Commission released on 28 September 2018 outlined a range of views the Commissioner has formed to date based on the information and hearings so far and has requested submissions on key areas of policy that might affect or address misconduct in the financial services industry. Many of those matters could have significant impacts on particular entities (including Westpac) and the financial services industry generally, as well as affecting the financial performance of financial institutions, including banks. Recommendations may include matters which could cause structural change to the financial services industry and/or business models used in the industry, changes to the compensation and incentive structures within the financial services industry, and changes involving the way financial services are regulated. Westpac made submissions in relation to the questions posed in the Interim Report on 26 October 2018. The Commission will ultimately make findings and recommendations having considered the submissions Counsel Assisting, relevant financial institutions, other relevant bodies including regulators and the general public have made during the course of the proceedings of the Commission. The Commission’s findings and recommendations may include recommendations as to civil or criminal prosecutions that should be conducted against financial institutions and individuals, recommendations as to legislative reform and in respect of matters which regulatory or other policy bodies should consider. In the event that the Federal Government supports recommended regulatory changes, the Royal Commission may result in changes to legislation and regulation. The Information on Westpac Royal Commission is also considering the regulation and enforcement practices of our regulators. Any findings or recommendations made by the Royal Commission are likely to have and could continue to prompt regulators to commence investigations into various financial services entities including Westpac. Those steps could subsequently result in administrative or enforcement action being taken. The Commission may also prompt our regulators to alter their existing policies and practices (including increasing their expectations for entities that they regulate, including Westpac) and increase the number of potential contraventions they choose to publicly litigate rather than otherwise resolve, which could harm our reputation and increase our liabilities related to legal proceedings. There is also a risk that matters considered during the Royal Commission have resulted in or could encourage civil claims against financial institutions including class actions. Parliamentary inquiries and other reviews On 16 September 2016, the Chairman of the House of Representatives Standing Committee on Economics announced that the Committee had commenced its Review of the Four Major Banks (Parliamentary Review). The terms of reference for the Parliamentary Review are wide-ranging, with one area of focus being how individual banks and the industry as a whole are responding to issues identified through other inquiries, including through the Australian Banking Association (ABA) action plan. Westpac attended public hearings of the Parliamentary Review on 6 October 2016, 8 March 2017, 11 October 2017 and 11 October 2018. The third report of the Parliamentary Review was published on 7 December 2017. In its third report, the Committee made recommendations to ensure merchants have the choice of how to process "tap and go" payments on dual network cards, that the Australian Competition and Consumer Commission (ACCC) as part of its inquiry into residential mortgage products should assess the repricing of interest-only mortgages that occurred in June 2017, that legislation is introduced to mandate banks' participation in Comprehensive Credit Reporting (discussed below) and that the Attorney-General should review the threshold transaction reporting obligations in light of the issues identified in a case brought by the Australian Transaction Reports and Analysis Centre against the Commonwealth Bank of Australia. On 29 November 2016, the Senate referred an inquiry into the regulatory framework for the protection of consumers, including small businesses, in the banking, insurance and financial services sector to the Senate Economics References Committee. The terms of reference for the inquiry focus on a range of matters relating to the protection of consumers against wrongdoing in the sector. They also require the inquiry to examine the availability and adequacy of redress and support for consumers who have been victims of wrongdoing. The inquiry reporting date has been revised to 15 November 2018 to allow for the interim report of the Royal Commission to be handed down. In addition to the reviews and inquiries mentioned above, the ACCC is undertaking a specific inquiry into the pricing of residential mortgages by those banks affected by the Bank Levy (including Westpac), which include monitoring the extent to which the Bank Levy is passed on to customers. An interim report was published in March 2018 and a final report is due in November 2018. 18 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 19 Information on Westpac Financial System credit grew by around 4.5% in the year to Given the strength of our business, and our balance sheet, September 2018 with system housing credit rising 5.4%, and in both absolute terms and relative to peers, we believe we system business credit expanding by 3.8%. Other consumer are well placed to respond to any additional regulatory credit declined by 1.4% over the year - this continues a path requirements. of declining consumer credit for a number of years. Given the economic backdrop, and the potential for a further growth, solid portfolio of businesses, and good progress on tightening of credit standards, growth in financial system our strategic priorities, Westpac believes it is well positioned credit in the year to September 2019 is expected to slow to to continue delivering sustainable outcomes for shareholders around 3.5%. Within this aggregate, housing growth is and customers. Looking ahead, with our strong positioning, disciplined forecast to ease to closer to 4.0%, business credit growth is expected to slow to near 3.5% while personal credit growth is likely to contract by 1%. Westpac Group remains focused on executing our vision of being one of the world’s great service companies with our five strategic priorities assisting this transformation. These include:  maintaining our performance discipline by continuing to be prudent in the management of capital, funding and liquidity; managing returns effectively seeking to achieve a ROE between 13% and 14% and remaining disciplined on asset growth;   continuing to build our customer base while also increasing the depth of customer relationships; utilising technology as part of our digital transformation to materially improve efficiency and reduce the Group’s cost to income ratio to below 40%;  wealth and small to medium business enterprises will continue to be our areas of targeted growth and will include focusing on growing funds on the Group’s wealth management system, called Panorama, and using new technologies to make business banking even easier to access for customers; and  seeking to further build a stronger and more diverse workforce where the best people want to work. Over the last two years we have commenced a number of initiatives to improve Westpac’s reputation. As part of these initiatives Westpac has already provided for customer payments and refunds where we may not have done the right thing for customers, or have not been able to sufficiently demonstrate that we have done the right thing for customers. Our review of products, related systems and processes will continue into 2019 and it may be that further provisions are required in the future. Following announcements from our regulator, APRA, we have greater clarity on what sort of capital levels we need to be considered ‘unquestionably strong’. APRA have indicated a common equity Tier 1 capital ratio of 10.5% under the current APRA framework would be considered consistent with having an unquestionably strong balance sheet. At the same time APRA is currently conducting a number of reviews into the calculation of Australia’s capital ratios including changes to risk weighted assets and how Australia’s ratios should be presented against international peers. Further clarity on these changes is expected in Full Year 2019. APRA has indicated that they believe banks will be able to meet any changes organically. Banks are expected to be required to meet these new standards by 1 January 2020. Significant developments Corporate significant developments Royal Commission into the banking, superannuation and financial services industries On 14 December 2017, the Australian Government established a Royal Commission into potential misconduct in Australia's banks and other financial services entities. The terms of reference for the Royal Commission require it to consider (amongst other things) the conduct of banks, insurers, financial service providers, superannuation funds (not including self-managed superannuation funds) and intermediaries between borrowers and lenders, and the effectiveness of Australian regulators in addressing misconduct in financial institutions. The Royal Commission is not required to inquire into matters such as the financial stability of Australia's banks. A final report is to be provided by the Commission to the Australian Government by 1 February 2019, and an interim report was released and tabled in parliament on 28 September 2018. The Royal Commission is inquiring into potential misconduct and conduct, practices, behaviour or business activities by financial services entities that may fall below community standards and expectations. The Commission has sought and received public submissions as to misconduct issues in financial services and conducted a range of public hearings which have considered case studies of alleged misconduct issues. Westpac has provided the Commission with documents and witness statements and made submissions in all rounds of the Royal Commission to date. The Interim Report of the Commission released on 28 September 2018 outlined a range of views the Commissioner has formed to date based on the information and hearings so far and has requested submissions on key areas of policy that might affect or address misconduct in the financial services industry. Many of those matters could have significant impacts on particular entities (including Westpac) and the financial services industry generally, as well as affecting the financial performance of financial institutions, including banks. Recommendations may include matters which could cause structural change to the financial services industry and/or business models used in the industry, changes to the compensation and incentive structures within the financial services industry, and changes involving the way financial services are regulated. Westpac made submissions in relation to the questions posed in the Interim Report on 26 October 2018. The Commission will ultimately make findings and recommendations having considered the submissions Counsel Assisting, relevant financial institutions, other relevant bodies including regulators and the general public have made during the course of the proceedings of the Commission. The Commission’s findings and recommendations may include recommendations as to civil or criminal prosecutions that should be conducted against financial institutions and individuals, recommendations as to legislative reform and in respect of matters which regulatory or other policy bodies should consider. In the event that the Federal Government supports recommended regulatory changes, the Royal Commission may result in changes to legislation and regulation. The 1 Information on Westpac Royal Commission is also considering the regulation and enforcement practices of our regulators. Any findings or recommendations made by the Royal Commission are likely to have and could continue to prompt regulators to commence investigations into various financial services entities including Westpac. Those steps could subsequently result in administrative or enforcement action being taken. The Commission may also prompt our regulators to alter their existing policies and practices (including increasing their expectations for entities that they regulate, including Westpac) and increase the number of potential contraventions they choose to publicly litigate rather than otherwise resolve, which could harm our reputation and increase our liabilities related to legal proceedings. There is also a risk that matters considered during the Royal Commission have resulted in or could encourage civil claims against financial institutions including class actions. Parliamentary inquiries and other reviews On 16 September 2016, the Chairman of the House of Representatives Standing Committee on Economics announced that the Committee had commenced its Review of the Four Major Banks (Parliamentary Review). The terms of reference for the Parliamentary Review are wide-ranging, with one area of focus being how individual banks and the industry as a whole are responding to issues identified through other inquiries, including through the Australian Banking Association (ABA) action plan. Westpac attended public hearings of the Parliamentary Review on 6 October 2016, 8 March 2017, 11 October 2017 and 11 October 2018. The third report of the Parliamentary Review was published on 7 December 2017. In its third report, the Committee made recommendations to ensure merchants have the choice of how to process "tap and go" payments on dual network cards, that the Australian Competition and Consumer Commission (ACCC) as part of its inquiry into residential mortgage products should assess the repricing of interest-only mortgages that occurred in June 2017, that legislation is introduced to mandate banks' participation in Comprehensive Credit Reporting (discussed below) and that the Attorney-General should review the threshold transaction reporting obligations in light of the issues identified in a case brought by the Australian Transaction Reports and Analysis Centre against the Commonwealth Bank of Australia. On 29 November 2016, the Senate referred an inquiry into the regulatory framework for the protection of consumers, including small businesses, in the banking, insurance and financial services sector to the Senate Economics References Committee. The terms of reference for the inquiry focus on a range of matters relating to the protection of consumers against wrongdoing in the sector. They also require the inquiry to examine the availability and adequacy of redress and support for consumers who have been victims of wrongdoing. The inquiry reporting date has been revised to 15 November 2018 to allow for the interim report of the Royal Commission to be handed down. In addition to the reviews and inquiries mentioned above, the ACCC is undertaking a specific inquiry into the pricing of residential mortgages by those banks affected by the Bank Levy (including Westpac), which include monitoring the extent to which the Bank Levy is passed on to customers. An interim report was published in March 2018 and a final report is due in November 2018. 18 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 19 Information on Westpac The inquiry into the pricing of residential mortgages is the first task of the Financial Services Unit (FSU), established by the ACCC in 2017 to undertake regular inquiries into specific financial services competition issues. The FSU has commenced market studies work from July 2018. The precise scope of that work has not yet been determined, and could include a review of the impact of regulatory measures which affect the ability of smaller banks to compete against the major banks, barriers to entry in financial services markets and consumer switching. On 2 October 2018, the ACCC announced it was holding an inquiry into the supply of foreign currency conversion services in Australia. The inquiry is the second task of the FSU, and will examine the pricing of foreign currency conversion services and evaluate whether there are impediments to effective price competition in the sector. A report is due to be provided by the ACCC to the Treasurer by 31 May 2019. As these reviews and inquiries progress, they may lead to further regulation and reform. APRA self-assessment On 1 May 2018, in the context of the publication of the final report in relation to the prudential inquiry into the Commonwealth Bank of Australia, APRA indicated that all regulated financial institutions would benefit from conducting a self-assessment into their frameworks and practices in relation to governance, culture and accountability. For large financial institutions such as Westpac, APRA noted it will also be seeking written assessments in relation to these matters that have been reviewed and endorsed by their Board. Westpac’s self-assessment is currently underway and the report is due to APRA on 30 November 2018. Productivity Commission Inquiry into Competition in the Australian Financial System In May 2017, the Australian Government announced a Productivity Commission inquiry into competition in the financial system. This review was a recommendation of the Financial System Inquiry (FSI). The terms of reference were broad and required the Productivity Commission to review competition in Australia's financial system with a view to improving consumer outcomes, the productivity and international competitiveness of the financial system and the economy more broadly, and supporting ongoing financial system innovation, while balancing these with financial stability objectives. The Productivity Commission released its final report on 3 August 2018 in which it found that financial system regulation since the Global Financial Crisis had favoured stability over competition. A number of the Productivity Commission's recommendations were aimed at addressing this perceived regulatory imbalance, including that: the Australian Government should implement an open banking system (discussed below); the ACCC should receive a mandate to 'champion' competition in the financial system; trail commissions, volume-based commissions, campaign-based commissions and volume-based payments should be banned in mortgage broking and    20    clawback of commissions from brokers restricted to a maximum 2 year period; all brokers, aggregators, lenders and their employees who provide home loans to customers should have a clear legally-backed best interest obligation to their clients; all banks should appoint a Principal Integrity Officer (PIO) obliged by law to report directly to their board on the alignment of any payments made by the institution with the new customer best interest duty. The PIO would also have an obligation to report independently to ASIC in instances in which a board is not responsive to their advice; the ACCC should undertake five-yearly market studies on the effect of vertical and horizontal integration on competition in the financial system. The first of these studies should commence in 2019 and include establishing a robust evidence base of integration activity in the financial system;  ASIC should require all lenders to provide those borrowers that are levied with lenders mortgage insurance (LMI) with the option of such insurance being levied once at the commencement of their home loan (whether paid as a lump sum or as deferred payments) or it being levied annually over the first 6 years of their loan, including requiring them to also provide borrowers with transparency in relation to the comparison of these options;  where LMI is levied at the commencement of the home loan, all lenders should be required to set a schedule of refunds on the cost of LMI when borrowers choose to refinance or pay out their loan within 6 years of the loan being originated. The refund schedule should be made available to the borrower before any fee or charge is levied; and  the Payments System Board should introduce a ban on card payment interchange fees by mid-2019. ASIC action on compliance breaches with fees disclosure and renewal notices On 12 October 2018, ASIC announced a review of compliance with requirements for Fee Disclosure Statements (FDS) and Renewal Notices. ASIC advised that it has received a number of breach reports from licensees which indicate they may have failed to comply with the FDS and Renewal Notice requirements that were implemented as part of the FoFA reforms. These reports are currently being investigated by ASIC, and ASIC may take enforcement action where breaches are substantiated. In addition to investigating these particular instances, ASIC announced that it will test compliance with FDS and Renewal Notice requirements across the financial advice sector. ASIC will report its findings in 2019. Residential mortgage lending - reviews by and engagement  regulating digital currency exchange providers. with regulators In recent years, regulators have focused on aspects of residential mortgage lending standards across the industry. APRA has been looking at, and speaking publicly about, the broader issue of bank serviceability standards pertaining to residential mortgage lending. During the year, Westpac further strengthened its controls on mortgage serviceability requirements. This work has been guided by the findings identified through the 2016/17 targeted review of data used in residential mortgage serviceability assessments, which was undertaken by Westpac (and other large ADIs) at APRA’s request. The focus of the review was on the adequacy of controls used to ensure borrower information in serviceability assessments was complete and accurate. Westpac engaged PricewaterhouseCoopers (PwC) to undertake the targeted review which was completed in May 2017. Based on the results of their evaluation of the design and operating effectiveness of the controls in place, PwC issued a qualified opinion on the basis of 8 of the 10 control objectives stipulated by APRA. While PwC found that Westpac had implemented a wide range of controls related to verifying certain categories of borrower information (particularly in relation to income), they noted that Westpac should give further consideration to strengthening controls in certain areas, such as declared expenses and other debts. Westpac is continuing to engage with APRA in relation to its progress in strengthening these controls together with its risk management framework for residential mortgage lending, including in relation to oversight, operating systems and controls, and assurance. Additionally, in line with APRA’s letter to ADIs dated 26 April 2018 (Embedding Sound Residential Mortgage Lending Practices), Westpac has been engaging with APRA in relation to its residential mortgage lending policies and practices. In the mortgage area, ASIC continues to focus on interest only mortgage origination and high risk customer groups (such as customers with reverse mortgages). ASIC has also reviewed public statements by some banks (including Westpac) about interest rate changes, following the introduction of APRA's macro-prudential limits for ADIs in respect of interest only lending flows. Westpac is working with ASIC on their reviews in these areas. Anti-Money laundering and counter-terrorism financing reforms and initiatives On 13 December 2017, the Anti-Money Laundering and Counter-Terrorism Financing Amendment Act 2017 (Cth) (Amendment Act) became effective and introduced a number of reforms to the Anti-Money Laundering and Counter Terrorism Financing Act 2006 (Cth) (AML/CTF Act), Information on Westpac Many of the changes introduced by the Amendment Act arise from a recent review of Australia's AML/CTF framework (Statutory Review), the findings of which were set out in the Report on the Statutory Review of the AML/CTF Act and Associated Rules and Regulations, which was tabled in Parliament on 29 April 2016. The Statutory Review took into account the relevant findings of the Financial Action Task Force's mutual evaluation of Australia's AML/CTF regime. The Government has published a 'Project Plan' for implementing the reforms recommended by the Statutory Review, and it is likely further reforms will be legislated in the near future. In addition to the potential for ongoing legislative change, over the past few years AUSTRAC has increasingly emphasised its role in collecting, analysing and disseminating financial intelligence data to its law enforcement partners. One way AUSTRAC has sought to do this is through greater collaboration with the financial services industry. In 2016, AUSTRAC created the Fintel Alliance, an initiative which involves AUSTRAC, various financial services entities (including Westpac) and public sector bodies collaborating with the aim of developing and sharing actionable intelligence and insights that address key AML/CTF risks. In this environment of ongoing legislative reform, regulatory change and increased industry focus, Westpac continues to engage with AUSTRAC and has been undertaking a review of its AML/CTF control environment that is designed to consider and assess our AML/CTF policies, the completeness of data feeding into our AML/CTF systems and our anti-money laundering and counter-terrorism financing processes and controls. Westpac has been regularly updating AUSTRAC on the progress of this review and has commenced implementing a number of improvements to its AML/CTF policies, systems and controls together with related remediation work in respect of certain reporting practices. These efforts have related to matters such as customer on-boarding and ongoing customer due diligence. The Group has recently self-reported to AUSTRAC a failure to report a large number of International Funds Transfer Instructions (IFTIs) (as required under Australia’s AML/CTF Act) in relation to one WIB product. These IFTIs relate to batch instructions received from 2009 until recently from a small number of correspondent banks for payments made predominantly to beneficiaries in Australia in Australian dollars. Through the product, Westpac facilitates payments on behalf of clients of certain of its correspondent banks. The majority of the payments are low value and made by Government pension funds and corporates. The Group is investigating and working with AUSTRAC to remediate the failure to report IFTIs. Further details regarding the consequences of the failure to comply with financial crime obligations are set out in the Risk Factors section of this including:   expanding the Australian Transaction Reports and report. Analysis Centre's (AUSTRAC) power to issue infringement notices and remedial directions; refining the 'tipping-off' provisions so that reporting entities can share information with certain related bodies corporate; and 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 21 Information on Westpac The inquiry into the pricing of residential mortgages is the first task of the Financial Services Unit (FSU), established by the ACCC in 2017 to undertake regular inquiries into specific financial services competition issues. The FSU has commenced market studies work from July 2018. The precise scope of that work has not yet been determined, and could include a review of the impact of regulatory measures which affect the ability of smaller banks to compete against the major banks, barriers to entry in financial services markets and consumer switching. On 2 October 2018, the ACCC announced it was holding an inquiry into the supply of foreign currency conversion services in Australia. The inquiry is the second task of the FSU, and will examine the pricing of foreign currency conversion services and evaluate whether there are impediments to effective price competition in the sector. A report is due to be provided by the ACCC to the Treasurer by 31 May 2019. As these reviews and inquiries progress, they may lead to further regulation and reform. APRA self-assessment On 1 May 2018, in the context of the publication of the final report in relation to the prudential inquiry into the Commonwealth Bank of Australia, APRA indicated that all regulated financial institutions would benefit from conducting a self-assessment into their frameworks and practices in relation to governance, culture and accountability. For large financial institutions such as Westpac, APRA noted it will also be seeking written assessments in relation to these matters that have been reviewed and endorsed by their Board. Westpac’s self-assessment is currently underway and the report is due to APRA on 30 November 2018. Productivity Commission Inquiry into Competition in the Australian Financial System In May 2017, the Australian Government announced a Productivity Commission inquiry into competition in the financial system. This review was a recommendation of the Financial System Inquiry (FSI). The terms of reference were broad and required the Productivity Commission to review competition in Australia's financial system with a view to improving consumer outcomes, the productivity and international competitiveness of the financial system and the economy more broadly, and supporting ongoing financial system innovation, while balancing these with financial stability objectives. The Productivity Commission released its final report on 3 August 2018 in which it found that financial system regulation since the Global Financial Crisis had favoured stability over competition. A number of the Productivity Commission's recommendations were aimed at addressing this perceived regulatory imbalance, including that: the Australian Government should implement an open banking system (discussed below); the ACCC should receive a mandate to 'champion' competition in the financial system; trail commissions, volume-based commissions, campaign-based commissions and volume-based payments should be banned in mortgage broking and    20   clawback of commissions from brokers restricted to a maximum 2 year period; all brokers, aggregators, lenders and their employees who provide home loans to customers should have a clear legally-backed best interest obligation to their clients; all banks should appoint a Principal Integrity Officer (PIO) obliged by law to report directly to their board on the alignment of any payments made by the institution with the new customer best interest duty. The PIO would also have an obligation to report independently to ASIC in instances in which a board is not responsive to their advice;  the ACCC should undertake five-yearly market studies on the effect of vertical and horizontal integration on competition in the financial system. The first of these studies should commence in 2019 and include establishing a robust evidence base of integration activity in the financial system;  ASIC should require all lenders to provide those borrowers that are levied with lenders mortgage insurance (LMI) with the option of such insurance being levied once at the commencement of their home loan (whether paid as a lump sum or as deferred payments) or it being levied annually over the first 6 years of their loan, including requiring them to also provide borrowers with transparency in relation to the comparison of these options;  where LMI is levied at the commencement of the home loan, all lenders should be required to set a schedule of refunds on the cost of LMI when borrowers choose to refinance or pay out their loan within 6 years of the loan being originated. The refund schedule should be made available to the borrower before any fee or charge is levied; and  the Payments System Board should introduce a ban on card payment interchange fees by mid-2019. ASIC action on compliance breaches with fees disclosure and renewal notices On 12 October 2018, ASIC announced a review of compliance with requirements for Fee Disclosure Statements (FDS) and Renewal Notices. ASIC advised that it has received a number of breach reports from licensees which indicate they may have failed to comply with the FDS and Renewal Notice requirements that were implemented as part of the FoFA reforms. These reports are currently being investigated by ASIC, and ASIC may take enforcement action where breaches are substantiated. In addition to investigating these particular instances, ASIC announced that it will test compliance with FDS and Renewal Notice requirements across the financial advice sector. ASIC will report its findings in 2019. Residential mortgage lending - reviews by and engagement with regulators In recent years, regulators have focused on aspects of residential mortgage lending standards across the industry. APRA has been looking at, and speaking publicly about, the broader issue of bank serviceability standards pertaining to residential mortgage lending. During the year, Westpac further strengthened its controls on mortgage serviceability requirements. This work has been guided by the findings identified through the 2016/17 targeted review of data used in residential mortgage serviceability assessments, which was undertaken by Westpac (and other large ADIs) at APRA’s request. The focus of the review was on the adequacy of controls used to ensure borrower information in serviceability assessments was complete and accurate. Westpac engaged PricewaterhouseCoopers (PwC) to undertake the targeted review which was completed in May 2017. Based on the results of their evaluation of the design and operating effectiveness of the controls in place, PwC issued a qualified opinion on the basis of 8 of the 10 control objectives stipulated by APRA. While PwC found that Westpac had implemented a wide range of controls related to verifying certain categories of borrower information (particularly in relation to income), they noted that Westpac should give further consideration to strengthening controls in certain areas, such as declared expenses and other debts. Westpac is continuing to engage with APRA in relation to its progress in strengthening these controls together with its risk management framework for residential mortgage lending, including in relation to oversight, operating systems and controls, and assurance. Additionally, in line with APRA’s letter to ADIs dated 26 April 2018 (Embedding Sound Residential Mortgage Lending Practices), Westpac has been engaging with APRA in relation to its residential mortgage lending policies and practices. In the mortgage area, ASIC continues to focus on interest only mortgage origination and high risk customer groups (such as customers with reverse mortgages). ASIC has also reviewed public statements by some banks (including Westpac) about interest rate changes, following the introduction of APRA's macro-prudential limits for ADIs in respect of interest only lending flows. Westpac is working with ASIC on their reviews in these areas. Anti-Money laundering and counter-terrorism financing reforms and initiatives On 13 December 2017, the Anti-Money Laundering and Counter-Terrorism Financing Amendment Act 2017 (Cth) (Amendment Act) became effective and introduced a number of reforms to the Anti-Money Laundering and Counter Terrorism Financing Act 2006 (Cth) (AML/CTF Act), including:   expanding the Australian Transaction Reports and Analysis Centre's (AUSTRAC) power to issue infringement notices and remedial directions; refining the 'tipping-off' provisions so that reporting entities can share information with certain related bodies corporate; and 1 Information on Westpac  regulating digital currency exchange providers. Many of the changes introduced by the Amendment Act arise from a recent review of Australia's AML/CTF framework (Statutory Review), the findings of which were set out in the Report on the Statutory Review of the AML/CTF Act and Associated Rules and Regulations, which was tabled in Parliament on 29 April 2016. The Statutory Review took into account the relevant findings of the Financial Action Task Force's mutual evaluation of Australia's AML/CTF regime. The Government has published a 'Project Plan' for implementing the reforms recommended by the Statutory Review, and it is likely further reforms will be legislated in the near future. In addition to the potential for ongoing legislative change, over the past few years AUSTRAC has increasingly emphasised its role in collecting, analysing and disseminating financial intelligence data to its law enforcement partners. One way AUSTRAC has sought to do this is through greater collaboration with the financial services industry. In 2016, AUSTRAC created the Fintel Alliance, an initiative which involves AUSTRAC, various financial services entities (including Westpac) and public sector bodies collaborating with the aim of developing and sharing actionable intelligence and insights that address key AML/CTF risks. In this environment of ongoing legislative reform, regulatory change and increased industry focus, Westpac continues to engage with AUSTRAC and has been undertaking a review of its AML/CTF control environment that is designed to consider and assess our AML/CTF policies, the completeness of data feeding into our AML/CTF systems and our anti-money laundering and counter-terrorism financing processes and controls. Westpac has been regularly updating AUSTRAC on the progress of this review and has commenced implementing a number of improvements to its AML/CTF policies, systems and controls together with related remediation work in respect of certain reporting practices. These efforts have related to matters such as customer on-boarding and ongoing customer due diligence. The Group has recently self-reported to AUSTRAC a failure to report a large number of International Funds Transfer Instructions (IFTIs) (as required under Australia’s AML/CTF Act) in relation to one WIB product. These IFTIs relate to batch instructions received from 2009 until recently from a small number of correspondent banks for payments made predominantly to beneficiaries in Australia in Australian dollars. Through the product, Westpac facilitates payments on behalf of clients of certain of its correspondent banks. The majority of the payments are low value and made by Government pension funds and corporates. The Group is investigating and working with AUSTRAC to remediate the failure to report IFTIs. Further details regarding the consequences of the failure to comply with financial crime obligations are set out in the Risk Factors section of this report. 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 21 Information on Westpac Banking Executive Accountability Regime On 1 July 2018 the Banking Executive Accountability Regime (BEAR), which applies to large ADIs such as Westpac, came into effect. The Government's stated intention of BEAR is to introduce a strengthened responsibility and accountability framework for the most senior and influential directors and executives in ADI groups (referred to as 'accountable persons' under BEAR). BEAR involves a range of new measures, including:    imposing a set of requirements to be met by ADIs and accountable persons, including accountability obligations; requirements for ADIs to register accountable persons with APRA prior to their commencement in an accountable person role, to maintain and provide APRA with a map of the roles and responsibilities of accountable persons across the ADI group, to give APRA accountability statements for each accountable person detailing that individual's roles and responsibilities and to report any breaches by the ADI or an accountable person of their respective accountability obligations to APRA; and new and stronger APRA enforcement powers, including disqualification powers in relation to accountable persons who breach the obligations of BEAR and a new civil penalty regime that will enable APRA to seek civil penalties in the Federal Court of up to $210 million (for large ADIs, such as Westpac) where an ADI breaches its obligations under BEAR and the breach relates to 'prudential matters'. Westpac implemented BEAR, including filing all required documents with APRA, by the required date of 1 July 2018. Australian Securities and Investments Commission (ASIC) Enforcement Review Taskforce On 19 October 2016, the Australian Government announced that the ASIC Enforcement Review Taskforce (Taskforce) would conduct a review into the suitability of ASIC's existing regulatory tools (including the penalties available) and whether they need to be strengthened. The Taskforce completed its report in December 2017 and made 50 recommendations to the Australian Government. On 20 April 2018, the Australian Government announced that it has agreed, or agreed in principle, to all 50 recommendations and will prioritise the implementation of 30 of those recommendations. The remaining 20 recommendations will be considered with the final report of the Royal Commission. The Taskforce made recommendations on, among other things: reforms to the mandatory breach reporting framework including when a reporting obligation is triggered, expanding the class of reports that must be made to include misconduct by individual advisers and employees and strengthening the penalties for failing to report, including through the introduction of an infringement notice regime; strengthening ASIC's licensing powers, which would enable ASIC to take action to refuse to grant, or to   22     suspend or cancel, a licence where the applicant or licensee is not considered to be a fit and proper person; expanding ASIC's powers to ban individuals working in financial services businesses where they are found to be unfit, improper or incompetent; increasing fines and strengthening penalties for corporate and financial sector misconduct; providing ASIC with the power to issue directions to financial services licensees and credit licensees in relation to the conduct of their business; and enhancing ASIC’s search warrant powers to provide them with greater flexibility to use seized materials and granting ASIC access to telecommunications intercept material. Progress has been made in implementing these recommendations, including:  ASIC releasing a report on 25 September 2018 on the breach reporting processes of 12 financial services groups, including Westpac;   the Australian Government publicly endorsing the proposal by the ASIC Enforcement Review Taskforce to expand ASIC’s powers in respect of corporate and financial services misconduct, including the criminal and civil penalties which apply, and introducing the Treasury Laws Amendment (Strengthening Corporate and Financial Sector Penalties) Bill 2018 (Cth) (discussed below); and the Australian Government announcing an increase in ASIC’s funding in order to introduce a close and continuous monitoring program, in which ASIC embeds staff within the institutions which it supervises. Enhanced penalties for corporate and financial sector misconduct On 24 October 2018, the Australian Government introduced into Parliament the Treasury Laws Amendment (Strengthening Corporate & Financial Sector Penalties) Bill 2018 (Cth), which proposes to strengthen penalties for corporate and financial sector misconduct consistent with the ASIC Enforcement Review Taskforce recommendations. If passed in its current form, the Bill will:    update the penalties for certain criminal offences in legislation administered by ASIC, including increasing the maximum imprisonment penalties for certain criminal offences, introducing a formula to calculate financial penalties for criminal offences, and removing imprisonment as a penalty but increasing the financial penalties for all strict and absolute liability offences; introduce ordinary criminal offences that sit alongside strict and absolute liability offences; introduce the ability for courts to make relinquishment orders for civil penalty provision contraventions;  modernise and expand the civil penalty regime by making a wider range of offences subject to civil penalties;  harmonise and expand the infringement notice regime;           Information on Westpac introduce a new test that applies to all dishonesty On 31 July 2018, ASIC approved the Banking Code of offences under the Corporations Act 2001 (Cth); and Practice with an implementation date of 1 July 2019. The ensure the courts prioritise compensating victims over ordering the payment of financial penalties. Product design and distribution obligations and product intervention power new code replaces the previous version, the Code of Banking Practice 2013. Westpac has fully implemented the recommendations from the Retail Banking Remuneration review chaired by Mr Stephen Sedgwick on 1 October 2018 for our employees, On 21 December 2017, the Australian Treasury released draft legislation that would amend the Corporations Act 2001 (Cth) and the National Consumer Credit Protection Act 2009 two years ahead of schedule. Changes to wealth business (Cth) in order to grant ASIC a product intervention power On 20 June 2018, BT Financial Advice announced that its and introduce a new 'principles-based' product design and customers operating through the Westpac, St.George, Bank distribution obligation on issuers and distributors. A further of Melbourne and BankSA networks will benefit from the exposure draft was released for consultation in July 2018. removal of grandfathered payments attributable to their BT Westpac lodged a submission with the Australian Treasury on 12 February 2018 and on 16 August 2018 in response to the draft legislation and its revision respectively. On 20 September 2018, the Treasury Laws Amendment (Design and Distribution Obligations and Product Intervention Powers) Bill 2018 (Cth) was introduced into Parliament. The Bill is currently before the House of products. The change to remove the majority of grandfathered payments occurred on 1 October 2018 with the removal of certain more complex grandfathered payments to follow shortly. The introduction of the Future of Financial Advice (FoFA) reforms in 2013 included a prospective ban on conflicted remuneration. Generally, arrangements in place prior to the commencement of FoFA were grandfathered, permitting the continuation of grandfathered payments, such as commissions, under those Representatives. Exposure draft regulations in relation to the Bill were released for consultation on 23 October 2018. arrangements. Australian Banking Association Banking Reform Program On 23 July 2018, BT Financial Group announced three new and industry initiatives On 21 April 2016, the ABA announced an action plan to protect consumer interests, increase transparency and accountability and build trust and confidence in banks. The reform program includes a number of industry-led initiatives including: a review of product sales commissions and product based payments; the establishment of an independent customer advocate in each bank; schemes; supporting the broadening of external dispute resolution evaluating the establishment of an industry-wide, mandatory, last resort compensation scheme; strengthening protections available to whistleblowers; the implementation of a new information sharing protocol to help stop individuals with a history of poor conduct moving around the industry; strengthening the commitment to customers in the Banking Code of Practice; and supporting ASIC as a strong regulator. On 17 April 2018, the independent governance expert overseeing the ABA action plan, Mr Ian McPhee, released his eighth and final report titled, Australian banking industry: Package of initiatives, which noted that banks have made good progress in delivering the initiatives, with most initiatives now implemented. Reporting by the banks to Ian McPhee about their implementation of key industry initiatives has now concluded. The ABA has committed to member banks providing further bi-annual external reporting on their implementation progress.      initiatives: significant pricing changes to its flagship platform, BT Panorama, so that the pricing structure is significantly lower, simpler and no longer based on scale; the launch of a ‘compact’ BT Panorama offer for simpler investment; and an online adviser services hub, BT Open Services. Open banking regime On 9 February 2018, the final report of the Review into Open Banking in Australia was released. The report makes 50 recommendations in total, including recommendations on:  the regulatory framework to support open banking;  what data should be shared and with whom;  what safeguards are needed to inspire confidence in data sharing; how data should be transferred; and how open banking should be rolled out. On 9 May 2018 the Government announced that it agreed with the recommendations of the report, and that it would phase in open banking in stages with all major banks (including Westpac) required to make data available on credit and debit cards, together with deposit and transaction accounts by 1 July 2019 and on mortgages by 1 February 2020. Data on all products recommended by the report will be required to be made available by 1 July 2020. All remaining banks will be required to implement open banking with a 12-month delay on the timelines set for the major banks. The ACCC will be empowered to adjust timeframes if necessary. On 15 August 2018, the Australian Treasury released draft legislation that would amend the Competition and Consumer Act 2010 (Cth), the Privacy Act 1988 (Cth) and the 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 23 Information on Westpac Banking Executive Accountability Regime On 1 July 2018 the Banking Executive Accountability Regime (BEAR), which applies to large ADIs such as Westpac, came into effect. The Government's stated intention of BEAR is to introduce a strengthened responsibility and accountability framework for the most senior and influential directors and executives in ADI groups (referred to as 'accountable persons' under BEAR). BEAR involves a range of new measures, including:   imposing a set of requirements to be met by ADIs and accountable persons, including accountability obligations; requirements for ADIs to register accountable persons with APRA prior to their commencement in an accountable person role, to maintain and provide APRA with a map of the roles and responsibilities of accountable persons across the ADI group, to give APRA accountability statements for each accountable person detailing that individual's roles and responsibilities and to report any breaches by the ADI or an accountable person of their respective accountability obligations to APRA; and  new and stronger APRA enforcement powers, including disqualification powers in relation to accountable persons who breach the obligations of BEAR and a new civil penalty regime that will enable APRA to seek civil penalties in the Federal Court of up to $210 million (for large ADIs, such as Westpac) where an ADI breaches its obligations under BEAR and the breach relates to 'prudential matters'. Westpac implemented BEAR, including filing all required documents with APRA, by the required date of 1 July 2018. Australian Securities and Investments Commission (ASIC) Enforcement Review Taskforce On 19 October 2016, the Australian Government announced that the ASIC Enforcement Review Taskforce (Taskforce) would conduct a review into the suitability of ASIC's existing regulatory tools (including the penalties available) and whether they need to be strengthened. The Taskforce completed its report in December 2017 and made 50 recommendations to the Australian Government. On 20 April 2018, the Australian Government announced that it has agreed, or agreed in principle, to all 50 recommendations and will prioritise the implementation of 30 of those recommendations. The remaining 20 recommendations will be considered with the final report of the Royal Commission. The Taskforce made recommendations on, among other things: including when a reporting obligation is triggered, expanding the class of reports that must be made to include misconduct by individual advisers and employees and strengthening the penalties for failing to report, including through the introduction of an infringement notice regime;  strengthening ASIC's licensing powers, which would enable ASIC to take action to refuse to grant, or to     suspend or cancel, a licence where the applicant or licensee is not considered to be a fit and proper person; expanding ASIC's powers to ban individuals working in financial services businesses where they are found to be unfit, improper or incompetent; increasing fines and strengthening penalties for corporate and financial sector misconduct; providing ASIC with the power to issue directions to financial services licensees and credit licensees in relation to the conduct of their business; and enhancing ASIC’s search warrant powers to provide them with greater flexibility to use seized materials and granting ASIC access to telecommunications intercept material. Progress has been made in implementing these recommendations, including:  ASIC releasing a report on 25 September 2018 on the breach reporting processes of 12 financial services groups, including Westpac;  the Australian Government publicly endorsing the proposal by the ASIC Enforcement Review Taskforce to expand ASIC’s powers in respect of corporate and financial services misconduct, including the criminal and civil penalties which apply, and introducing the Treasury Laws Amendment (Strengthening Corporate and Financial Sector Penalties) Bill 2018 (Cth) (discussed below); and  the Australian Government announcing an increase in ASIC’s funding in order to introduce a close and continuous monitoring program, in which ASIC embeds staff within the institutions which it supervises. Enhanced penalties for corporate and financial sector misconduct On 24 October 2018, the Australian Government introduced into Parliament the Treasury Laws Amendment (Strengthening Corporate & Financial Sector Penalties) Bill 2018 (Cth), which proposes to strengthen penalties for corporate and financial sector misconduct consistent with the ASIC Enforcement Review Taskforce recommendations. If passed in its current form, the Bill will:  update the penalties for certain criminal offences in legislation administered by ASIC, including increasing the maximum imprisonment penalties for certain criminal offences, introducing a formula to calculate financial penalties for criminal offences, and removing imprisonment as a penalty but increasing the financial penalties for all strict and absolute liability offences; introduce ordinary criminal offences that sit alongside introduce the ability for courts to make relinquishment orders for civil penalty provision contraventions;  modernise and expand the civil penalty regime by making a wider range of offences subject to civil penalties;  harmonise and expand the infringement notice regime;    reforms to the mandatory breach reporting framework strict and absolute liability offences;   introduce a new test that applies to all dishonesty offences under the Corporations Act 2001 (Cth); and ensure the courts prioritise compensating victims over ordering the payment of financial penalties. Product design and distribution obligations and product intervention power On 21 December 2017, the Australian Treasury released draft legislation that would amend the Corporations Act 2001 (Cth) and the National Consumer Credit Protection Act 2009 (Cth) in order to grant ASIC a product intervention power and introduce a new 'principles-based' product design and distribution obligation on issuers and distributors. A further exposure draft was released for consultation in July 2018. Westpac lodged a submission with the Australian Treasury on 12 February 2018 and on 16 August 2018 in response to the draft legislation and its revision respectively. On 20 September 2018, the Treasury Laws Amendment (Design and Distribution Obligations and Product Intervention Powers) Bill 2018 (Cth) was introduced into Parliament. The Bill is currently before the House of Representatives. Exposure draft regulations in relation to the Bill were released for consultation on 23 October 2018. Australian Banking Association Banking Reform Program and industry initiatives On 21 April 2016, the ABA announced an action plan to protect consumer interests, increase transparency and accountability and build trust and confidence in banks. The reform program includes a number of industry-led initiatives including: a review of product sales commissions and product based payments; the establishment of an independent customer advocate in each bank; supporting the broadening of external dispute resolution schemes; evaluating the establishment of an industry-wide, mandatory, last resort compensation scheme; strengthening protections available to whistleblowers; Information on Westpac On 31 July 2018, ASIC approved the Banking Code of Practice with an implementation date of 1 July 2019. The new code replaces the previous version, the Code of Banking Practice 2013. Westpac has fully implemented the recommendations from the Retail Banking Remuneration review chaired by Mr Stephen Sedgwick on 1 October 2018 for our employees, two years ahead of schedule. 1 Changes to wealth business On 20 June 2018, BT Financial Advice announced that its customers operating through the Westpac, St.George, Bank of Melbourne and BankSA networks will benefit from the removal of grandfathered payments attributable to their BT products. The change to remove the majority of grandfathered payments occurred on 1 October 2018 with the removal of certain more complex grandfathered payments to follow shortly. The introduction of the Future of Financial Advice (FoFA) reforms in 2013 included a prospective ban on conflicted remuneration. Generally, arrangements in place prior to the commencement of FoFA were grandfathered, permitting the continuation of grandfathered payments, such as commissions, under those arrangements. On 23 July 2018, BT Financial Group announced three new initiatives:    significant pricing changes to its flagship platform, BT Panorama, so that the pricing structure is significantly lower, simpler and no longer based on scale; the launch of a ‘compact’ BT Panorama offer for simpler investment; and an online adviser services hub, BT Open Services. Open banking regime On 9 February 2018, the final report of the Review into Open Banking in Australia was released. The report makes 50 recommendations in total, including recommendations on:  the regulatory framework to support open banking;  what data should be shared and with whom;  what safeguards are needed to inspire confidence in data sharing; the implementation of a new information sharing protocol to help stop individuals with a history of poor conduct moving around the industry;   how data should be transferred; and how open banking should be rolled out. strengthening the commitment to customers in the Banking Code of Practice; and supporting ASIC as a strong regulator. On 17 April 2018, the independent governance expert overseeing the ABA action plan, Mr Ian McPhee, released his eighth and final report titled, Australian banking industry: Package of initiatives, which noted that banks have made good progress in delivering the initiatives, with most initiatives now implemented. Reporting by the banks to Ian McPhee about their implementation of key industry initiatives has now concluded. The ABA has committed to member banks providing further bi-annual external reporting on their implementation progress. On 9 May 2018 the Government announced that it agreed with the recommendations of the report, and that it would phase in open banking in stages with all major banks (including Westpac) required to make data available on credit and debit cards, together with deposit and transaction accounts by 1 July 2019 and on mortgages by 1 February 2020. Data on all products recommended by the report will be required to be made available by 1 July 2020. All remaining banks will be required to implement open banking with a 12-month delay on the timelines set for the major banks. The ACCC will be empowered to adjust timeframes if necessary. On 15 August 2018, the Australian Treasury released draft legislation that would amend the Competition and Consumer Act 2010 (Cth), the Privacy Act 1988 (Cth) and the         22 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 23 Information on Westpac Australian Information Commissioner Act 2010 (Cth) to introduce a consumer data right which will apply to particular sectors designated by the Treasurer, in response to which Westpac lodged a submission. A further draft of the legislation (including a draft designation) was released by the Australian Treasury on 24 September 2018. The banking sector is the first sector to which the right will apply. A Consumer Data Right Rules Framework was also released by the ACCC in September 2018 and Westpac lodged a submission on the Framework on 12 October 2018. Harper Competition Reforms In November 2017, the Competition and Consumer Amendment (Competition Policy Review) Act 2017 (Cth) and the inter-related Competition and Consumer Amendment (Misuse of Market Power) Act 2017 (Cth) came into effect, making significant changes to the Competition and Consumer Act 2010 (Cth) following recommendations by the Competition Policy Review which was chaired by Professor Ian Harper. These reforms included:       broadening the scope of the existing prohibition on misuse of market power. Corporations with substantial market power are prohibited from engaging in any conduct with the purpose or likely effect of substantially lessening competition in a market in which the corporation (or its related bodies corporate) supplies or acquires goods or services; a new prohibition on engaging in a 'concerted practice' that has the purpose, effect or likely effect of substantially lessening competition; in light of the new concerted practices prohibition, the repeal of the bank-specific prohibition on price signalling; providing the ACCC with a 'class exemption' power which enables it to determine that various provisions in the Competition and Consumer Act 2010 (Cth) do not apply to certain types of conduct; removing the per se prohibition on third line forcing or ‘third party bundling’ of goods and services unless the conduct is notified to the ACCC. Instead this practice will be subject to a test of whether the bundling is likely to have the purpose, effect or likely effect of substantially lessening competition; and streamlining the existing procedure to review proposed mergers. Comprehensive Credit Reporting (CCR) On 28 March 2018, the National Consumer Credit Protection Amendment (Mandatory Comprehensive Credit Reporting) Bill 2018 (Cth) was introduced into Parliament. Whilst the bill remains in the Senate, if passed in its current form, the bill will mandate the provision of CCR data to credit reporting bodies. Westpac is committed to the use of CCR to support our principles of responsible lending, and as such we voluntarily supplied 55% of our consumer credit accounts on 17 September 2018. Westpac will supply the residual 45% of consumer credit accounts by 17 September 2019. To support our implementation, Westpac is now a signatory of the Principles of Reciprocity and Data Exchange, which provides governance and most importantly key consumer data protection protocols within the CCR data sharing environment. Financial benchmarks reform The Treasury Laws Amendment (2017 Measures No.5) Act 2018 (Cth) commenced on 12 April 2018 which strengthens the regulation of financial benchmarks. The measures include:  ASIC being empowered to develop enforceable rules for administrators and entities that make submissions to significant benchmarks (such as Westpac), including the power to compel submissions to benchmarks in the case that other calculation mechanisms fail;   administrators of significant benchmarks being required to hold a new 'benchmark administrator' licence issued by ASIC (unless granted an exemption); and the manipulation of any financial benchmark or financial product used to determine a financial benchmark (such as negotiable certificates of deposit) being made a specific criminal offence and subject to civil penalties. Issue of Westpac Capital Notes 5 On 13 March 2018, Westpac issued $1.69 billion of securities known as Westpac Capital Notes 5, which qualify as Additional Tier 1 capital under APRA's capital adequacy framework. Transfer and conversion of Westpac convertible preference shares (CPS) On 13 March 2018, $623 million of CPS were transferred to the Westpac CPS nominated party for $100 each pursuant to the Westpac Capital Notes 5 reinvestment offer. Those CPS were subsequently bought back and cancelled by Westpac. On 3 April 2018, the remaining $566 million of CPS were transferred to the Westpac CPS nominated party for $100 each. Following the transfer, those remaining CPS were converted into 19,189,765 ordinary shares. ASIC's responsible lending litigation against Westpac On 1 March 2017, ASIC commenced Federal Court proceedings against Westpac in relation to home loans entered into between December 2011 and March 2015, which were automatically approved by Westpac's systems as part of broader processes. On 4 September 2018 Westpac and ASIC agreed to settle the proceedings on the basis of a proposed $35 million penalty and declarations that Westpac contravened the National Consumer Credit Protection Act 2009 (Cth) (NCCPA). The proposed settlement is subject to Court approval, and involves Westpac accepting that during the relevant period (December 2011 – March 2015), the way that Westpac used the Household Expenditure Measure (HEM) benchmark to assess home loans and the way that Westpac assessed certain interest only loans breached the NCCPA. This meant that during the relevant period, approximately 10,500 home loans should have been referred to manual assessment by a credit officer. A hearing on the proposed settlement was held on 24 October 2018 and judgment has been reserved. Outbound scaled advice division proceedings On 22 December 2016, ASIC commenced Federal Court proceedings against BT Funds Management Limited (BTFM) and Westpac Securities Administration Limited in relation to a number of superannuation account consolidation campaigns conducted between 2013 and 2016. ASIC has alleged that in the course of some of these campaigns, customers were provided with personal advice in contravention of a number of Corporations Act 2001 (Cth) provisions. ASIC has selected 15 specific customers as the focus of their claim. The proceedings were heard in February 2018. Judgment is pending. ASIC’s proceedings against Westpac for poor financial advice by a financial planner On 14 June 2018, ASIC commenced proceedings in the Federal Court against Westpac in relation to alleged poor financial advice provided by a former financial planner, Mr Sudhir Sinha. Mr Sinha was dismissed by Westpac in November 2014 and subsequently banned by ASIC. Westpac has proactively initiated remediation to identify and compensate affected customers and has completed remediation activities. ASIC’s proceedings relate to advice provided by Mr Sinha in respect of four specific customer files. Westpac has filed a response to ASIC’s allegations. Class action against Westpac Banking Corporation and Westpac Life Insurance Services Limited On 12 October 2017, a class action was filed in the Federal Court of Australia on behalf of customers who, since October 2011, obtained insurance issued by Westpac Life Insurance Services Limited (WLIS) on the recommendation of financial advisers employed within the Westpac Group. The plaintiffs have alleged that aspects of the financial advice provided by those advisers breached fiduciary and statutory duties owed to the advisers' clients, including the duty to act in the best interests of the client, and that WLIS and WLIS are defending the proceedings. These proceedings are currently stayed by order of the Court, pending the outcome of an appeal concerning a procedural issue unrelated to the substantive claims made in the class action. BBSW proceedings Following ASIC's investigations into the interbank short-term money market and its impact on the setting of the bank bill swap reference rate (BBSW), on 5 April 2016, ASIC commenced civil proceedings against Westpac in the Federal Court of Australia, alleging certain misconduct, including market manipulation and unconscionable conduct. The conduct that was the subject of the proceedings was alleged to have occurred between 6 April 2010 and 6 June 2012. ASIC sought declarations from the court that Westpac breached various provisions of the Corporations Act 2001 (Cth) and the Australian Securities and Investments Commission Act 2001 (Cth), pecuniary penalties of unspecified amounts and orders requiring Westpac to implement a comprehensive compliance program for persons involved in Westpac's trading in the relevant market. The proceedings were heard in late 2017. On 24 May 2018, Justice Beach found that Westpac had not engaged in market manipulation or misleading or deceptive conduct under the Corporations Act 2001 (Cth). His Honour also found that there was no ‘trading practice’ of manipulating the Information on Westpac BBSW rate. However, the Court found that Westpac engaged in unconscionable conduct on 4 occasions and that Westpac breached its supervisory duty. Costs and penalties will be determined in the coming months. In August 2016, a class action was filed in the United States District Court for the Southern District of New York against Westpac and a large number of other Australian and international banks alleging misconduct in relation to BBSW. These proceedings are at an early stage and the level of damages sought has not been specified. Westpac is defending these proceedings. Bank Levy for Authorised Deposit-taking Institutions (ADIs) On 23 June 2017, legislation was enacted that introduced a new levy on ADIs with liabilities of at least $100 billion (Bank Levy). The Bank Levy became effective from 1 July 2017 and the rate is set at 0.06% per annum of certain ADI liabilities. There is no end date provided for the Bank Levy. In the first 12 months following the introduction of the Bank Levy, Westpac paid $376 million to the Australian Government. Taxation of cross-border financing arrangements The Australian and New Zealand Governments have each decided to implement the Organisation for Economic Co- operation and Development's (OECD) proposals relating to the taxation treatment of cross-border financing arrangements. These proposals affect the taxation arrangements for certain 'hybrid' regulatory capital instruments issued by Westpac. The Australian provisions were enacted on 24 August 2018 and provide for limited grandfathering of certain previously issued Additional Tier 1 capital securities. The New Zealand provisions were enacted on 27 June 2018 and similarly provide for limited grandfathering of certain previously issued Tier 2 capital securities. The final report of the FSI in 2014 recommended that APRA set capital standards such that the capital ratios of Australian ADIs are "unquestionably strong". On 19 July 2017, APRA released an Information Paper titled 'Strengthening Banking System Resilience - Establishing Unquestionably Strong Capital Ratios'. In its release, APRA concluded that the four major Australian banks, including Westpac, need to have a CET1 ratio of at least 10.5%, as measured under the existing capital framework, to be considered "unquestionably strong." Banks are expected to meet this new benchmark by 1 January 2020. APRA has announced that it expects to consult on draft prudential standards giving effect to the new framework in 2018, leading to the determination of final prudential standards in 2019. The new framework is anticipated to take effect in early 2021. During 2018, APRA commenced consultation and issued the following discussion papers:  'Revision to the Capital Framework for Authorised Deposit-Taking Institutions'. The paper included proposed revisions to the capital framework which incorporates the finalisation of the Basel Committee on Banking Supervision (BCBS) Basel III reforms in December 2017, as well as other changes to better align the framework to risks, including in relation to was knowingly involved in those alleged breaches. Westpac APRA's proposed changes to capital standards 24 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 25 Information on Westpac Australian Information Commissioner Act 2010 (Cth) to of Reciprocity and Data Exchange, which provides introduce a consumer data right which will apply to particular governance and most importantly key consumer data sectors designated by the Treasurer, in response to which protection protocols within the CCR data sharing Westpac lodged a submission. A further draft of the environment. legislation (including a draft designation) was released by the Australian Treasury on 24 September 2018. The banking sector is the first sector to which the right will apply. A Consumer Data Right Rules Framework was also released by the ACCC in September 2018 and Westpac lodged a submission on the Framework on 12 October 2018. Harper Competition Reforms In November 2017, the Competition and Consumer Amendment (Competition Policy Review) Act 2017 (Cth) and the inter-related Competition and Consumer Amendment (Misuse of Market Power) Act 2017 (Cth) came into effect, making significant changes to the Competition and Consumer Act 2010 (Cth) following recommendations by the Competition Policy Review which was chaired by Professor Ian Harper. These reforms included:  broadening the scope of the existing prohibition on misuse of market power. Corporations with substantial market power are prohibited from engaging in any conduct with the purpose or likely effect of substantially lessening competition in a market in which the corporation (or its related bodies corporate) supplies or acquires goods or services;     a new prohibition on engaging in a 'concerted practice' that has the purpose, effect or likely effect of substantially lessening competition; in light of the new concerted practices prohibition, the repeal of the bank-specific prohibition on price signalling; providing the ACCC with a 'class exemption' power which enables it to determine that various provisions in the Competition and Consumer Act 2010 (Cth) do not apply to certain types of conduct; removing the per se prohibition on third line forcing or ‘third party bundling’ of goods and services unless the conduct is notified to the ACCC. Instead this practice will be subject to a test of whether the bundling is likely to have the purpose, effect or likely effect of substantially lessening competition; and  streamlining the existing procedure to review proposed mergers. Comprehensive Credit Reporting (CCR) On 28 March 2018, the National Consumer Credit Protection Amendment (Mandatory Comprehensive Credit Reporting) Bill 2018 (Cth) was introduced into Parliament. Whilst the bill remains in the Senate, if passed in its current form, the bill will mandate the provision of CCR data to credit reporting bodies. Westpac is committed to the use of CCR to support our principles of responsible lending, and as such we voluntarily supplied 55% of our consumer credit accounts on 17 September 2018. accounts by 17 September 2019. To support our implementation, Westpac is now a signatory of the Principles Financial benchmarks reform The Treasury Laws Amendment (2017 Measures No.5) Act 2018 (Cth) commenced on 12 April 2018 which strengthens the regulation of financial benchmarks. The measures include:  ASIC being empowered to develop enforceable rules for administrators and entities that make submissions to significant benchmarks (such as Westpac), including the power to compel submissions to benchmarks in the case that other calculation mechanisms fail;   administrators of significant benchmarks being required to hold a new 'benchmark administrator' licence issued by ASIC (unless granted an exemption); and the manipulation of any financial benchmark or financial product used to determine a financial benchmark (such as negotiable certificates of deposit) being made a specific criminal offence and subject to civil penalties. Issue of Westpac Capital Notes 5 On 13 March 2018, Westpac issued $1.69 billion of securities known as Westpac Capital Notes 5, which qualify as Additional Tier 1 capital under APRA's capital adequacy framework. shares (CPS) Transfer and conversion of Westpac convertible preference On 13 March 2018, $623 million of CPS were transferred to the Westpac CPS nominated party for $100 each pursuant to the Westpac Capital Notes 5 reinvestment offer. Those CPS were subsequently bought back and cancelled by Westpac. On 3 April 2018, the remaining $566 million of CPS were transferred to the Westpac CPS nominated party for $100 each. Following the transfer, those remaining CPS were converted into 19,189,765 ordinary shares. ASIC's responsible lending litigation against Westpac On 1 March 2017, ASIC commenced Federal Court proceedings against Westpac in relation to home loans entered into between December 2011 and March 2015, which were automatically approved by Westpac's systems as part of broader processes. On 4 September 2018 Westpac and ASIC agreed to settle the proceedings on the basis of a proposed $35 million penalty and declarations that Westpac contravened the National Consumer Credit Protection Act 2009 (Cth) (NCCPA). The proposed settlement is subject to Court approval, and involves Westpac accepting that during the relevant period (December 2011 – March 2015), the way that Westpac used the Household Expenditure Measure (HEM) benchmark to assess home loans and the way that Westpac assessed certain interest only loans breached the NCCPA. This meant that during the relevant period, approximately 10,500 home loans should have been referred to manual assessment by a credit officer. A hearing on the proposed settlement was held Westpac will supply the residual 45% of consumer credit on 24 October 2018 and judgment has been reserved. Outbound scaled advice division proceedings On 22 December 2016, ASIC commenced Federal Court proceedings against BT Funds Management Limited (BTFM) and Westpac Securities Administration Limited in relation to a number of superannuation account consolidation campaigns conducted between 2013 and 2016. ASIC has alleged that in the course of some of these campaigns, customers were provided with personal advice in contravention of a number of Corporations Act 2001 (Cth) provisions. ASIC has selected 15 specific customers as the focus of their claim. The proceedings were heard in February 2018. Judgment is pending. ASIC’s proceedings against Westpac for poor financial advice by a financial planner On 14 June 2018, ASIC commenced proceedings in the Federal Court against Westpac in relation to alleged poor financial advice provided by a former financial planner, Mr Sudhir Sinha. Mr Sinha was dismissed by Westpac in November 2014 and subsequently banned by ASIC. Westpac has proactively initiated remediation to identify and compensate affected customers and has completed remediation activities. ASIC’s proceedings relate to advice provided by Mr Sinha in respect of four specific customer files. Westpac has filed a response to ASIC’s allegations. Class action against Westpac Banking Corporation and Westpac Life Insurance Services Limited On 12 October 2017, a class action was filed in the Federal Court of Australia on behalf of customers who, since October 2011, obtained insurance issued by Westpac Life Insurance Services Limited (WLIS) on the recommendation of financial advisers employed within the Westpac Group. The plaintiffs have alleged that aspects of the financial advice provided by those advisers breached fiduciary and statutory duties owed to the advisers' clients, including the duty to act in the best interests of the client, and that WLIS was knowingly involved in those alleged breaches. Westpac and WLIS are defending the proceedings. These proceedings are currently stayed by order of the Court, pending the outcome of an appeal concerning a procedural issue unrelated to the substantive claims made in the class action. BBSW proceedings Following ASIC's investigations into the interbank short-term money market and its impact on the setting of the bank bill swap reference rate (BBSW), on 5 April 2016, ASIC commenced civil proceedings against Westpac in the Federal Court of Australia, alleging certain misconduct, including market manipulation and unconscionable conduct. The conduct that was the subject of the proceedings was alleged to have occurred between 6 April 2010 and 6 June 2012. ASIC sought declarations from the court that Westpac breached various provisions of the Corporations Act 2001 (Cth) and the Australian Securities and Investments Commission Act 2001 (Cth), pecuniary penalties of unspecified amounts and orders requiring Westpac to implement a comprehensive compliance program for persons involved in Westpac's trading in the relevant market. The proceedings were heard in late 2017. On 24 May 2018, Justice Beach found that Westpac had not engaged in market manipulation or misleading or deceptive conduct under the Corporations Act 2001 (Cth). His Honour also found that there was no ‘trading practice’ of manipulating the Information on Westpac BBSW rate. However, the Court found that Westpac engaged in unconscionable conduct on 4 occasions and that Westpac breached its supervisory duty. Costs and penalties will be determined in the coming months. 1 In August 2016, a class action was filed in the United States District Court for the Southern District of New York against Westpac and a large number of other Australian and international banks alleging misconduct in relation to BBSW. These proceedings are at an early stage and the level of damages sought has not been specified. Westpac is defending these proceedings. Bank Levy for Authorised Deposit-taking Institutions (ADIs) On 23 June 2017, legislation was enacted that introduced a new levy on ADIs with liabilities of at least $100 billion (Bank Levy). The Bank Levy became effective from 1 July 2017 and the rate is set at 0.06% per annum of certain ADI liabilities. There is no end date provided for the Bank Levy. In the first 12 months following the introduction of the Bank Levy, Westpac paid $376 million to the Australian Government. Taxation of cross-border financing arrangements The Australian and New Zealand Governments have each decided to implement the Organisation for Economic Co- operation and Development's (OECD) proposals relating to the taxation treatment of cross-border financing arrangements. These proposals affect the taxation arrangements for certain 'hybrid' regulatory capital instruments issued by Westpac. The Australian provisions were enacted on 24 August 2018 and provide for limited grandfathering of certain previously issued Additional Tier 1 capital securities. The New Zealand provisions were enacted on 27 June 2018 and similarly provide for limited grandfathering of certain previously issued Tier 2 capital securities. APRA's proposed changes to capital standards The final report of the FSI in 2014 recommended that APRA set capital standards such that the capital ratios of Australian ADIs are "unquestionably strong". On 19 July 2017, APRA released an Information Paper titled 'Strengthening Banking System Resilience - Establishing Unquestionably Strong Capital Ratios'. In its release, APRA concluded that the four major Australian banks, including Westpac, need to have a CET1 ratio of at least 10.5%, as measured under the existing capital framework, to be considered "unquestionably strong." Banks are expected to meet this new benchmark by 1 January 2020. APRA has announced that it expects to consult on draft prudential standards giving effect to the new framework in 2018, leading to the determination of final prudential standards in 2019. The new framework is anticipated to take effect in early 2021. During 2018, APRA commenced consultation and issued the following discussion papers:  'Revision to the Capital Framework for Authorised Deposit-Taking Institutions'. The paper included proposed revisions to the capital framework which incorporates the finalisation of the Basel Committee on Banking Supervision (BCBS) Basel III reforms in December 2017, as well as other changes to better align the framework to risks, including in relation to 24 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 25 Information on Westpac   home lending. In relation to proposed traded market risk reforms published by the BCBS (also referred to as “Fundamental Review of the Trading Book”), APRA have advised that it will defer its decision on the scope and timing of any domestic implementation of the market risk framework until after it has been finalised by the BCBS. 'Leverage Ratio Requirements for Authorised Deposit- Taking Institutions'. This discussion paper proposes to impose a minimum leverage ratio requirement of 4% for ADIs that use the internal ratings-based approach to determine capital adequacy from 1 July 2019. Australian banks are currently required to report leverage ratios under the existing requirements as part of Pillar 3 disclosures. ‘Improving the transparency, comparability and flexibility of the ADI capital framework’. The discussion paper outlines options APRA is considering for the presentation of capital ratios, minimum capital requirements and capital instrument triggers. This could result in changes to capital ratios and minimum capital requirements and the Capital Trigger Event level of 5.125% could stay the same or increase. The dollar amount of CET1 surplus above the Capital Trigger Event level of 5.125% will depend on the final option implemented by APRA. As the proposals are at an early consultation stage it is too soon to determine final impacts. APRA has announced that its revisions to the capital framework are not intended to necessitate further capital increases for the industry above the 10.5% benchmark. However, given the proposals include higher risk weights for certain mortgage products, such as interest only loans and loans for investment purposes, the impact on individual banks may vary. Given that the proposals are at the early consultation stage and final details remain unclear, it is too soon to determine the impact on Westpac. Further details of Westpac’s other regulatory disclosures required in accordance with prudential standard APS 330 can be accessed at https://www.westpac.com.au/about- westpac/investor-centre/financial-information/regulatory- disclosures/. Resolution planning including additional loss absorbing capacity and APRA's crisis management powers In response to the FSI recommendations, the Australian Government also agreed to further reforms regarding crisis management and to establish a framework for minimum loss-absorbing and recapitalisation capacity. On 5 March 2018, legislation came into effect which strengthens APRA's crisis management powers. The intention of these reforms is to strengthen APRA's powers to facilitate the orderly resolution of an institution so as to protect the interests of depositors and to protect the stability of the financial system. The reforms also enhance APRA's ability to take actions in relation to resolution planning, including measures to ensure regulated entities and their groups are better prepared for resolution. APRA expects to commence consultation on a framework for minimum loss-absorbing and recapitalisation capacity later in 2018. The intention of this would be to facilitate the orderly resolution of banks and minimise taxpayer support. Macro-prudential regulation From December 2014, APRA began using macro-prudential measures targeting mortgage lending. This included limiting investment property lending growth to below 10%, imposing additional levels of conservatism in serviceability assessments, and restricting mortgage lending with interest only terms to 30% of new mortgage lending. APRA also indicated that it expects ADIs to place strict internal limits on the volume of interest only loans with loan-to-valuation ratios (LVR) above 80%. Westpac has implemented steps to achieve these limits, including introducing differential pricing for investor property loans and interest only loans, a restriction on the volume of interest only loans with an LVR of greater than 80% (includes limit increases, interest only term extension and switches), no repayment switch fee for customers switching to principal and interest from interest only loans and no longer accepting external refinances (from other financial institutions) for owner occupied interest only loans. Interest only residential mortgages constituted 22.6% of new mortgage lending for the quarter ended 30 September 2018 (currently 34.7% of Westpac's overall Australian residential mortgage portfolio as at 30 September 2018). On 26 April 2018, APRA announced its intention to remove the existing 10% limit on investment property lending growth and replace it with more permanent measures to strengthen lending standards. In order to no longer be subject to this limit from 1 July 2018, ADIs will be required to demonstrate to APRA that they have been operating below the 10% limit for at least the past 6 months. In addition, an ADI’s Board will be required to provide an assurance to APRA in relation to its lending policies and practices. Westpac is currently subject to the 10% limit. Net Stable Funding Ratio In December 2016, APRA released an updated prudential standard on liquidity (APS 210) which took effect from 1 January 2018. The revised APS 210 includes the Net Stable Funding Ratio (NSFR) requirement; a measure designed to encourage longer-term funding of assets and better match the duration of assets and liabilities. Westpac's NSFR as at 30 September 2018 was 114%, above the NSFR requirement of 100%. Committed Liquidity Facility - annual application The Reserve Bank of Australia makes available to ADIs a Committed Liquidity Facility (CLF) that, subject to qualifying conditions, can be accessed to meet LCR requirements under APS210: Liquidity. Westpac's CLF allocation has been decreased from $57.0 billion in 2018 to $54.0 billion for 2019. Transition to AASB 9 AASB 9: Financial Instruments (AASB 9) will replace AASB 139 Financial Instruments: Recognition and Measurement from 1 October 2018. AASB 9 includes a forward looking 'expected credit loss' impairment model, revised classification and measurement model and modifies the approach to hedge accounting. The adoption of AASB 9 is expected to reduce retained earnings at 1 October 2018 by approximately $709 million (net of tax) primarily due to the increase in impairment provisions under the new standard. The Group continues to assess and refine certain aspects of our impairment provisioning process. There is no significant impact to our regulatory capital. Further details of the changes under the new standard are included in Note 1 to the financial statements. Transition to AASB 15 Information on Westpac  notify APRA of material information security incidents. APRA announced that it intends to finalise the proposed prudential standard towards the end of 2018, with a view to implementing from 1 July 2019. Westpac continues to enhance its systems and processes to further mitigate cybersecurity risks. Brexit On 29 March 2017, the Prime Minister of the United Kingdom (UK) notified the European Council in accordance with Article 50 of the Treaty on European Union of the UK's AASB 15: Revenue from Contracts with Customers (AASB intention to withdraw from the European Union (EU), 15) will replace AASB 118 Revenue and related triggering a two year period for the negotiation of the UK's Interpretations from 1 October 2018. AASB 15 provides a withdrawal from the EU. systematic approach to revenue recognition by introducing a five-step model governing revenue measurement and recognition. The application of AASB 15 will not have a material impact on the Group’s net profit or retained earnings. As Westpac's business and operations are based predominantly in Australia and New Zealand, the direct impact of the UK's departure from the EU is unlikely to be material to Westpac. However, it remains difficult to predict the impact that Brexit may have on financial markets, the Further details of the changes under the new standard are global economy and the global financial services industry. included in Note 1 to the financial statements. APRA Prudential Standard APS 222: Associations with Related Entities Westpac has contingency planning in place and is continuing to monitor the implications of Brexit. London Interbank Offered Rate On 2 July 2018, APRA released a Discussion Paper and In July 2017, the Financial Conduct Authority, which consultation draft in relation to prudential standard APS 222: regulates the London Interbank Offered Rate (LIBOR), Associations with Related Entities. The Discussion Paper announced that it would not require panel banks to continue proposes changes to the requirements for ADIs in managing to submit rates for the calculation of the LIBOR benchmark their risks from associations with related parties. The proposals include changes to the definition and after 2021. Accordingly, the continuation of LIBOR in its current form will not be guaranteed after 2021, and it is likely measurement of exposures to related entities, prudential that LIBOR will be discontinued or modified by 2021. It is limits and broadening the definition of related entities to currently uncertain what developments or future changes will include substantial shareholders, individual board directors occur in the administration of LIBOR or any other and other related individuals. The proposals are at benchmarks. Any such developments or changes could consultation stage and final details remain unclear. It is impact the return on, value of and market for, securities and expected that once finalised, the framework will be implemented from 1 January 2020. other instruments whose returns are linked to any such benchmarks, including those securities or other instruments APRA Prudential Standard CPS 234: Information Security issued by the Group. Management European Union General Data Protection Regulation On 7 March 2018, APRA released a consultation draft of a The European Union (EU) General Data Protection new cross-industry prudential standard CPS 234: Regulation (GDPR) contains new data protection Information Security Management. APRA announced that requirements that came into effect from 25 May 2018. The the proposed standard is aimed at improving the ability of GDPR is intended to 'strengthen and unify' data protection APRA-regulated entities to detect cyber adversaries and respond swiftly and effectively in the event of a breach. The proposed prudential standard would require APRA- regulated entities to (amongst other things):  define the information security related roles and responsibilities of the board, senior management and governing bodies;  maintain an information security capability that is commensurate with the size and extent of threats the entity faces;    implement information security controls to protect information assets; undertake regular testing and assurance on the effectiveness of those information security controls; have mechanisms to detect and respond to information security incidents in a timely manner; and for individuals across the EU and supersedes the existing EU Data Protection Directive. Australian businesses of any size may need to comply if they have an establishment in the EU, if they offer goods or services in the EU, or if they monitor the behaviour of individuals in the EU. Westpac implemented a number of changes and updates to policies and systems prior to the commencement of the GDPR, and those changes to policies and systems are continuing. OTC derivatives reform International regulatory reforms relating to over-the-counter (OTC) derivatives continue to be implemented across the globe, with a current focus on initial margin and risk mitigation practices for non-centrally cleared derivatives. Australian standards for risk mitigation practices relating to trading relationship documentation, trade confirmations, portfolio reconciliation and compression and valuation and dispute resolution processes came into force in March 2018 and have now been implemented. 26 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 27 home lending. In relation to proposed traded market risk later in 2018. The intention of this would be to facilitate the Information on Westpac reforms published by the BCBS (also referred to as “Fundamental Review of the Trading Book”), APRA have advised that it will defer its decision on the scope and timing of any domestic implementation of the market risk framework until after it has been finalised by the BCBS.  'Leverage Ratio Requirements for Authorised Deposit- Taking Institutions'. This discussion paper proposes to impose a minimum leverage ratio requirement of 4% for ADIs that use the internal ratings-based approach to determine capital adequacy from 1 July 2019. Australian banks are currently required to report leverage ratios under the existing requirements as part of Pillar 3 disclosures.  ‘Improving the transparency, comparability and flexibility of the ADI capital framework’. The discussion paper outlines options APRA is considering for the presentation of capital ratios, minimum capital requirements and capital instrument triggers. This could result in changes to capital ratios and minimum capital requirements and the Capital Trigger Event level of 5.125% could stay the same or increase. The dollar amount of CET1 surplus above the Capital Trigger Event level of 5.125% will depend on the final option implemented by APRA. As the proposals are at an early consultation stage it is too soon to determine final impacts. APRA has announced that its revisions to the capital framework are not intended to necessitate further capital increases for the industry above the 10.5% benchmark. However, given the proposals include higher risk weights for certain mortgage products, such as interest only loans and loans for investment purposes, the impact on individual banks may vary. Given that the proposals are at the early consultation stage and final details remain unclear, it is too soon to determine the impact on Westpac. Further details of Westpac’s other regulatory disclosures required in accordance with prudential standard APS 330 can be accessed at https://www.westpac.com.au/about- westpac/investor-centre/financial-information/regulatory- disclosures/. Resolution planning including additional loss absorbing capacity and APRA's crisis management powers In response to the FSI recommendations, the Australian Government also agreed to further reforms regarding crisis management and to establish a framework for minimum loss-absorbing and recapitalisation capacity. On 5 March 2018, legislation came into effect which strengthens APRA's crisis management powers. The intention of these reforms is to strengthen APRA's powers to facilitate the orderly resolution of an institution so as to protect the interests of depositors and to protect the stability of the financial system. The reforms also enhance APRA's ability to take actions in relation to resolution planning, including measures to ensure regulated entities and their groups are better prepared for resolution. APRA expects to commence consultation on a framework for minimum loss-absorbing and recapitalisation capacity orderly resolution of banks and minimise taxpayer support. Macro-prudential regulation From December 2014, APRA began using macro-prudential measures targeting mortgage lending. This included limiting investment property lending growth to below 10%, imposing additional levels of conservatism in serviceability assessments, and restricting mortgage lending with interest only terms to 30% of new mortgage lending. APRA also indicated that it expects ADIs to place strict internal limits on the volume of interest only loans with loan-to-valuation ratios (LVR) above 80%. Westpac has implemented steps to achieve these limits, including introducing differential pricing for investor property loans and interest only loans, a restriction on the volume of interest only loans with an LVR of greater than 80% (includes limit increases, interest only term extension and switches), no repayment switch fee for customers switching to principal and interest from interest only loans and no longer accepting external refinances (from other financial institutions) for owner occupied interest only loans. Interest only residential mortgages constituted 22.6% of new mortgage lending for the quarter ended 30 September 2018 (currently 34.7% of Westpac's overall Australian residential mortgage portfolio as at 30 September 2018). On 26 April 2018, APRA announced its intention to remove the existing 10% limit on investment property lending growth and replace it with more permanent measures to strengthen lending standards. In order to no longer be subject to this limit from 1 July 2018, ADIs will be required to demonstrate to APRA that they have been operating below the 10% limit for at least the past 6 months. In addition, an ADI’s Board will be required to provide an assurance to APRA in relation to its lending policies and practices. Westpac is currently subject to the 10% limit. Net Stable Funding Ratio In December 2016, APRA released an updated prudential standard on liquidity (APS 210) which took effect from 1 January 2018. The revised APS 210 includes the Net Stable Funding Ratio (NSFR) requirement; a measure designed to encourage longer-term funding of assets and better match the duration of assets and liabilities. Westpac's NSFR as at 30 September 2018 was 114%, above the NSFR requirement of 100%. Committed Liquidity Facility - annual application The Reserve Bank of Australia makes available to ADIs a Committed Liquidity Facility (CLF) that, subject to qualifying conditions, can be accessed to meet LCR requirements under APS210: Liquidity. Westpac's CLF allocation has been decreased from $57.0 billion in 2018 to $54.0 billion for 2019. Transition to AASB 9 AASB 9: Financial Instruments (AASB 9) will replace AASB 139 Financial Instruments: Recognition and Measurement from 1 October 2018. AASB 9 includes a forward looking 'expected credit loss' impairment model, revised classification and measurement model and modifies the approach to hedge accounting. The adoption of AASB 9 is expected to reduce retained earnings at 1 October 2018 by approximately $709 million (net of tax) primarily due to the increase in impairment provisions under the new standard. The Group continues to assess and refine certain aspects of our impairment provisioning process. There is no significant impact to our regulatory capital. Further details of the changes under the new standard are included in Note 1 to the financial statements. Transition to AASB 15 AASB 15: Revenue from Contracts with Customers (AASB 15) will replace AASB 118 Revenue and related Interpretations from 1 October 2018. AASB 15 provides a systematic approach to revenue recognition by introducing a five-step model governing revenue measurement and recognition. The application of AASB 15 will not have a material impact on the Group’s net profit or retained earnings. Further details of the changes under the new standard are included in Note 1 to the financial statements. APRA Prudential Standard APS 222: Associations with Related Entities On 2 July 2018, APRA released a Discussion Paper and consultation draft in relation to prudential standard APS 222: Associations with Related Entities. The Discussion Paper proposes changes to the requirements for ADIs in managing their risks from associations with related parties. The proposals include changes to the definition and measurement of exposures to related entities, prudential limits and broadening the definition of related entities to include substantial shareholders, individual board directors and other related individuals. The proposals are at consultation stage and final details remain unclear. It is expected that once finalised, the framework will be implemented from 1 January 2020. APRA Prudential Standard CPS 234: Information Security Management On 7 March 2018, APRA released a consultation draft of a new cross-industry prudential standard CPS 234: Information Security Management. APRA announced that the proposed standard is aimed at improving the ability of APRA-regulated entities to detect cyber adversaries and respond swiftly and effectively in the event of a breach. The proposed prudential standard would require APRA- regulated entities to (amongst other things):  define the information security related roles and responsibilities of the board, senior management and governing bodies;  maintain an information security capability that is commensurate with the size and extent of threats the entity faces;    implement information security controls to protect information assets; undertake regular testing and assurance on the effectiveness of those information security controls; have mechanisms to detect and respond to information security incidents in a timely manner; and Information on Westpac  notify APRA of material information security incidents. APRA announced that it intends to finalise the proposed prudential standard towards the end of 2018, with a view to implementing from 1 July 2019. Westpac continues to enhance its systems and processes to further mitigate cybersecurity risks. 1 Brexit On 29 March 2017, the Prime Minister of the United Kingdom (UK) notified the European Council in accordance with Article 50 of the Treaty on European Union of the UK's intention to withdraw from the European Union (EU), triggering a two year period for the negotiation of the UK's withdrawal from the EU. As Westpac's business and operations are based predominantly in Australia and New Zealand, the direct impact of the UK's departure from the EU is unlikely to be material to Westpac. However, it remains difficult to predict the impact that Brexit may have on financial markets, the global economy and the global financial services industry. Westpac has contingency planning in place and is continuing to monitor the implications of Brexit. London Interbank Offered Rate In July 2017, the Financial Conduct Authority, which regulates the London Interbank Offered Rate (LIBOR), announced that it would not require panel banks to continue to submit rates for the calculation of the LIBOR benchmark after 2021. Accordingly, the continuation of LIBOR in its current form will not be guaranteed after 2021, and it is likely that LIBOR will be discontinued or modified by 2021. It is currently uncertain what developments or future changes will occur in the administration of LIBOR or any other benchmarks. Any such developments or changes could impact the return on, value of and market for, securities and other instruments whose returns are linked to any such benchmarks, including those securities or other instruments issued by the Group. European Union General Data Protection Regulation The European Union (EU) General Data Protection Regulation (GDPR) contains new data protection requirements that came into effect from 25 May 2018. The GDPR is intended to 'strengthen and unify' data protection for individuals across the EU and supersedes the existing EU Data Protection Directive. Australian businesses of any size may need to comply if they have an establishment in the EU, if they offer goods or services in the EU, or if they monitor the behaviour of individuals in the EU. Westpac implemented a number of changes and updates to policies and systems prior to the commencement of the GDPR, and those changes to policies and systems are continuing. OTC derivatives reform International regulatory reforms relating to over-the-counter (OTC) derivatives continue to be implemented across the globe, with a current focus on initial margin and risk mitigation practices for non-centrally cleared derivatives. Australian standards for risk mitigation practices relating to trading relationship documentation, trade confirmations, portfolio reconciliation and compression and valuation and dispute resolution processes came into force in March 2018 and have now been implemented. 26 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 27 Information on Westpac Global initial margin requirements commenced on 1 September 2016. These requirements are being introduced in phases until 1 September 2020 and work is underway within Westpac to comply with these regulations. New Zealand Regulatory reforms and significant developments in New Zealand include: RBNZ - Revised Outsourcing Policy On 19 September 2017, the RBNZ advised Westpac New Zealand Limited (WNZL) of changes to its conditions of registration that will give effect to the RBNZ's revised Outsourcing Policy (BS11) (Revised Outsourcing Policy). Both the changes to the conditions of registration and the Revised Outsourcing Policy came into effect on 1 October 2017. The Revised Outsourcing Policy sets out requirements that banks need to meet when outsourcing particular functions and services, especially if the service provider is a related party of the bank. WNZL will have two years before it must fully comply with the requirement to maintain a compendium of outsourcing arrangements and five years to fully comply with other aspects of the Revised Outsourcing Policy. RBNZ Capital Review The RBNZ is undertaking a Bank Capital Adequacy Framework review on the makeup of bank capital. The RBNZ has now made “in principle” decisions on the risk weighted assets framework, including the introduction of dual reporting, a standardised methodology for operational risk, and capital floors to internal rating models. These changes will be reflected in the revised framework which is scheduled to be released in Q4 2019. The RBNZ will progress the in principle decisions over 2018 and 2019, informed by a quantitative impact study and feedback on the minimum capital settings during Q4 2018. Reform of the regulation of financial advice In July 2016, the New Zealand Government announced plans for changes to the regime regulating financial advice. The new regime is set out in the Financial Services Legislation Amendment Bill (FSLAB), which had its second reading in Parliament in September 2018. Under FSLAB, financial advice will be provided by licensed firms who will employ financial advisers and nominated representatives. A Code of Conduct will apply to all advice and advisers and representatives will be subject to the same duties and ethical standards. Firms will be responsible for ensuring that their advisers and representatives comply with these duties. The reforms will also remove legislative barriers to the provision of robo-advice. A two stage transition is proposed. At this stage, the Code of Conduct is expected to be approved in Q2 2019. There will be a 9-month period from the Code’s approval to initial implementation of the new regime, after which a 2-year safe harbour for competency requirements will apply. RBNZ - Review under section 95 of the Reserve Bank of New Zealand Act 1989 On 10 February 2017, the RBNZ issued WNZL with a notice under section 95 of the Reserve Bank of New Zealand Act 1989, requiring WNZL to obtain an independent review of its compliance with advanced internal rating-based aspects of the RBNZ's 'Capital Adequacy Framework (Internal Models Based Approach)’ (BS2B). WNZL has disclosed non- compliance with BS2B (compliance with which is a condition of registration for WNZL) in its quarterly disclosure statements. On 15 November 2017, the RBNZ advised WNZL of changes to its conditions of registration resulting from the review. The changes to WNZL's conditions of registration came into effect on 31 December 2017 and increase the minimum Total Capital ratio, Tier 1 Capital ratio and Common Equity Tier 1 Capital ratio of WNZL and its controlled entities by 2%. WNZL has also undertaken to the RBNZ to maintain the Total Capital ratio of WNZL and its controlled entities above 15.1%. WNZL and its controlled entities retain an appropriate amount of capital to comply with the increased minimum ratios. The RBNZ requires WNZL to sufficiently address non-compliance issues by 30 June 2019. A remediation plan has been provided to the RBNZ. WNZL is providing regular updates on the scope of its remediation activity to the RBNZ to ensure compliance by 30 June 2019. Review of the Reserve Bank of New Zealand Act In November 2017, the New Zealand Government announced it will undertake a review of the Reserve Bank of New Zealand Act 1989 (Act) (RBNZ Review). The RBNZ Review aims to ensure the RBNZ's monetary and financial policy framework still provides the most efficient and effective model for New Zealand. The RBNZ Review will consist of two phases. Phase 1 focuses on whether the RBNZ's decision-making process for monetary policy is robust, and draft legislation for the proposed Phase 1 related changes to the Act has been published. The terms of reference for Phase 2 were released in June 2018 and will consider broader issues, including the macro-prudential framework, the current prudential supervision model and trans-Tasman coordination. The first consultation on Phase 2 was issued on 1 November 2018. Residential Mortgage Bond Collateral Standard Review When the RBNZ lends to banks and other counterparties it does so against 'eligible collateral' (mortgage bonds). In New Zealand, mortgage bonds are not generally traded. On 17 December 2017, the RBNZ published an issues paper proposing an enhanced mortgage bond standard aimed at supporting confidence and liquidity in the financial system, and a more standardised and transparent framework for mortgage bonds, which would improve their quality and make them more marketable and a new format for mortgage bonds. The RBNZ is engaging with industry to develop this new mortgage bond standard. RBNZ/FMA – Financial Services Conduct & Culture Review In May 2018, the RBNZ and FMA commenced a review in respect of New Zealand’s 10 major banks & 15 life insurers, including WNZL and Westpac Life-NZ-Limited, to explain why conduct issues highlighted by the Australian Royal Commission are not present in New Zealand. WNZL and Westpac Life have provided the regulators with information in relation to this review. An industry thematic review report for the banks is expected to be released in November 2018 and for the life insurers in December 2018. Supervision and regulation Australia Within Australia, we are subject to supervision and regulation by six principal agencies: the Australian Prudential Regulation Authority (APRA); the Reserve Bank of Australia (RBA); the Australian Securities and Investments Commission (ASIC); the Australian Securities Exchange (ASX); the Australian Competition and Consumer Commission (ACCC); and the Australian Transaction Reports and Analysis Centre (AUSTRAC). APRA is the prudential regulator of the Australian financial services industry. It oversees banks, credit unions, building societies, general insurance, re-insurance, life insurance and private health insurance companies, friendly societies and most of the superannuation (pension) industry. APRA’s role includes establishing and enforcing prudential standards and practices designed to ensure that, under all reasonable circumstances, financial promises made by the institutions it supervises are met within a stable, efficient and competitive financial system. APRA has recently received new and strengthened powers under the Banking Executive Accountability Regime. For further information, refer to ‘Significant developments’ above. As an ADI, we report prudential information to APRA, including information in relation to capital adequacy, large exposures, credit quality and liquidity. Our controlled entities in Australia that are authorised insurers and trustees of superannuation funds are also subject to the APRA regulatory regime. Reporting is supplemented by consultations, on-site inspections and targeted reviews. Our external auditor also has an obligation to report on compliance with certain statutory and regulatory banking requirements and on any matters that in their opinion may have the potential to materially prejudice the interests of depositors and other stakeholders. Australia’s risk-based capital adequacy guidelines are based on the approach agreed upon by the BCBS. National discretion is then applied to that approach, which has resulted in Australia’s capital requirements being more stringent. Refer to ‘Capital resources – Basel Capital Accord’ in Section 2. The RBA is responsible for monetary policy, maintaining financial system stability and promoting the safety and efficiency of the payments system. The RBA is an active participant in the financial markets, manages Australia’s foreign reserves, issues Australian currency notes and serves as banker to the Australian Government. ASIC is the national regulator of Australian companies and consumer protection within the financial sector. Its primary responsibility is to regulate and enforce company, consumer credit, financial markets and financial products and services laws that protect consumers, investors and creditors. With respect to financial services, it promotes fairness and transparency by providing consumer protection, using regulatory powers to enforce laws relating to deposit-taking activities, general insurance, life insurance, superannuation, retirement savings accounts, securities (such as shares, debentures and managed investments) and futures contracts and financial advice. ASIC has responsibility for supervising trading on Australia’s domestic licensed markets and of trading participants. There are currently proposals to strengthen ASIC’s existing powers and to provide ASIC with Information on Westpac a product intervention power. For further information, refer to ‘Significant developments’ above. The ASX operates Australia’s primary national market for trading of securities issued by listed companies. Some of our securities (including our ordinary shares) are listed on the ASX and we therefore have obligations to comply with the ASX Listing Rules, which have statutory backing under the Corporations Act 2001 (Cth). The ASX has responsibility for the oversight of listed entities under the ASX Listing Rules and for monitoring and enforcing compliance with the ASX Operating Rules by its market, clearing and settlement participants. ASX is now also the benchmark administrator of BBSW. The ACCC is the regulator responsible for the regulation and prohibition of anti-competitive and unfair market practices and mergers and acquisitions in Australia. Its broad objective is to administer the Competition and Consumer Act 2010 (Cth) and related legislation to bring greater competitiveness, fair trading, consumer protection and product safety to the Australian economy. The ACCC’s role in consumer protection complements that of ASIC (for financial services) and Australian state and territory consumer affairs agencies that administer the unfair trading legislation of their jurisdictions. The Australian Government’s present policy, known as the ‘four pillars policy’, is that there should be no fewer than four major banks to maintain appropriate levels of competition in the banking sector. Under the Financial Sector (Shareholdings) Act 1998 (Cth), the Australian Government’s Treasurer must approve an entity acquiring a stake of more than 15% in a particular financial sector company. Proposals for foreign acquisitions of a stake in Australian banks are subject to the Australian Government’s foreign investment policy and, where required, approval by the Australian Government under the Australian Foreign Acquisitions and Takeovers Act 1975 (Cth). For further details refer to ‘Limitations affecting security holders’ in Section 4. AUSTRAC oversees the compliance of Australian reporting entities (including Westpac) with the requirements under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) and the Financial Transaction Reports Act 1988 (Cth). These requirements include:    implementing programs for identifying and monitoring customers, and for managing the risks of money laundering and terrorism financing; reporting suspicious matters, threshold transactions and international funds transfer instructions; and submitting an annual compliance report. AUSTRAC provides financial information to Australian federal law enforcement, national security, human services and revenue agencies, and certain international counterparts. 28 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 29 Information on Westpac Global initial margin requirements commenced on 1 Based Approach)’ (BS2B). WNZL has disclosed non- September 2016. These requirements are being introduced compliance with BS2B (compliance with which is a condition in phases until 1 September 2020 and work is underway of registration for WNZL) in its quarterly disclosure within Westpac to comply with these regulations. New Zealand Zealand include: Regulatory reforms and significant developments in New RBNZ - Revised Outsourcing Policy On 19 September 2017, the RBNZ advised Westpac New Zealand Limited (WNZL) of changes to its conditions of registration that will give effect to the RBNZ's revised Outsourcing Policy (BS11) (Revised Outsourcing Policy). Both the changes to the conditions of registration and the Revised Outsourcing Policy came into effect on 1 October 2017. The Revised Outsourcing Policy sets out requirements that banks need to meet when outsourcing particular functions and services, especially if the service provider is a related party of the bank. WNZL will have two years before it must fully comply with the requirement to maintain a compendium of outsourcing arrangements and five years to fully comply with other aspects of the Revised Outsourcing Policy. RBNZ Capital Review The RBNZ is undertaking a Bank Capital Adequacy Framework review on the makeup of bank capital. The RBNZ has now made “in principle” decisions on the risk weighted assets framework, including the introduction of dual reporting, a standardised methodology for operational risk, and capital floors to internal rating models. These changes will be reflected in the revised framework which is scheduled to be released in Q4 2019. The RBNZ will progress the in principle decisions over 2018 and 2019, informed by a quantitative impact study and feedback on the minimum capital settings during Q4 2018. Reform of the regulation of financial advice In July 2016, the New Zealand Government announced plans for changes to the regime regulating financial advice. The new regime is set out in the Financial Services Legislation Amendment Bill (FSLAB), which had its second reading in Parliament in September 2018. Under FSLAB, financial advice will be provided by licensed firms who will employ financial advisers and nominated representatives. A Code of Conduct will apply to all advice and advisers and representatives will be subject to the same duties and ethical standards. Firms will be responsible for ensuring that their advisers and representatives comply with these duties. The reforms will also remove legislative barriers to the provision of robo-advice. A two stage transition is proposed. At this stage, the Code of Conduct is expected to be approved in Q2 2019. There will be a 9-month period from the Code’s approval to initial implementation of the new regime, after which a 2-year safe harbour for competency requirements will apply. RBNZ - Review under section 95 of the Reserve Bank of New Zealand Act 1989 On 10 February 2017, the RBNZ issued WNZL with a notice under section 95 of the Reserve Bank of New Zealand Act 1989, requiring WNZL to obtain an independent review of its compliance with advanced internal rating-based aspects of the RBNZ's 'Capital Adequacy Framework (Internal Models statements. On 15 November 2017, the RBNZ advised WNZL of changes to its conditions of registration resulting from the review. The changes to WNZL's conditions of registration came into effect on 31 December 2017 and increase the minimum Total Capital ratio, Tier 1 Capital ratio and Common Equity Tier 1 Capital ratio of WNZL and its controlled entities by 2%. WNZL has also undertaken to the RBNZ to maintain the Total Capital ratio of WNZL and its controlled entities above 15.1%. WNZL and its controlled entities retain an appropriate amount of capital to comply with the increased minimum ratios. The RBNZ requires WNZL to sufficiently address non-compliance issues by 30 June 2019. A remediation plan has been provided to the RBNZ. WNZL is providing regular updates on the scope of its remediation activity to the RBNZ to ensure compliance by 30 June 2019. Review of the Reserve Bank of New Zealand Act In November 2017, the New Zealand Government announced it will undertake a review of the Reserve Bank of New Zealand Act 1989 (Act) (RBNZ Review). The RBNZ Review aims to ensure the RBNZ's monetary and financial policy framework still provides the most efficient and effective model for New Zealand. The RBNZ Review will consist of two phases. Phase 1 focuses on whether the RBNZ's decision-making process for monetary policy is robust, and draft legislation for the proposed Phase 1 related changes to the Act has been published. The terms of reference for Phase 2 were released in June 2018 and will consider broader issues, including the macro-prudential framework, the current prudential supervision model and trans-Tasman coordination. The first consultation on Phase 2 was issued on 1 November 2018. Residential Mortgage Bond Collateral Standard Review When the RBNZ lends to banks and other counterparties it does so against 'eligible collateral' (mortgage bonds). In New Zealand, mortgage bonds are not generally traded. On 17 December 2017, the RBNZ published an issues paper proposing an enhanced mortgage bond standard aimed at supporting confidence and liquidity in the financial system, and a more standardised and transparent framework for mortgage bonds, which would improve their quality and make them more marketable and a new format for mortgage bonds. The RBNZ is engaging with industry to develop this new mortgage bond standard. RBNZ/FMA – Financial Services Conduct & Culture Review In May 2018, the RBNZ and FMA commenced a review in respect of New Zealand’s 10 major banks & 15 life insurers, including WNZL and Westpac Life-NZ-Limited, to explain why conduct issues highlighted by the Australian Royal Commission are not present in New Zealand. WNZL and Westpac Life have provided the regulators with information in relation to this review. An industry thematic review report for the banks is expected to be released in November 2018 and for the life insurers in December 2018. Supervision and regulation Australia Within Australia, we are subject to supervision and regulation by six principal agencies: the Australian Prudential Regulation Authority (APRA); the Reserve Bank of Australia (RBA); the Australian Securities and Investments Commission (ASIC); the Australian Securities Exchange (ASX); the Australian Competition and Consumer Commission (ACCC); and the Australian Transaction Reports and Analysis Centre (AUSTRAC). APRA is the prudential regulator of the Australian financial services industry. It oversees banks, credit unions, building societies, general insurance, re-insurance, life insurance and private health insurance companies, friendly societies and most of the superannuation (pension) industry. APRA’s role includes establishing and enforcing prudential standards and practices designed to ensure that, under all reasonable circumstances, financial promises made by the institutions it supervises are met within a stable, efficient and competitive financial system. APRA has recently received new and strengthened powers under the Banking Executive Accountability Regime. For further information, refer to ‘Significant developments’ above. As an ADI, we report prudential information to APRA, including information in relation to capital adequacy, large exposures, credit quality and liquidity. Our controlled entities in Australia that are authorised insurers and trustees of superannuation funds are also subject to the APRA regulatory regime. Reporting is supplemented by consultations, on-site inspections and targeted reviews. Our external auditor also has an obligation to report on compliance with certain statutory and regulatory banking requirements and on any matters that in their opinion may have the potential to materially prejudice the interests of depositors and other stakeholders. Australia’s risk-based capital adequacy guidelines are based on the approach agreed upon by the BCBS. National discretion is then applied to that approach, which has resulted in Australia’s capital requirements being more stringent. Refer to ‘Capital resources – Basel Capital Accord’ in Section 2. The RBA is responsible for monetary policy, maintaining financial system stability and promoting the safety and efficiency of the payments system. The RBA is an active participant in the financial markets, manages Australia’s foreign reserves, issues Australian currency notes and serves as banker to the Australian Government. ASIC is the national regulator of Australian companies and consumer protection within the financial sector. Its primary responsibility is to regulate and enforce company, consumer credit, financial markets and financial products and services laws that protect consumers, investors and creditors. With respect to financial services, it promotes fairness and transparency by providing consumer protection, using regulatory powers to enforce laws relating to deposit-taking activities, general insurance, life insurance, superannuation, retirement savings accounts, securities (such as shares, debentures and managed investments) and futures contracts and financial advice. ASIC has responsibility for supervising trading on Australia’s domestic licensed markets and of trading participants. There are currently proposals to strengthen ASIC’s existing powers and to provide ASIC with 1 Information on Westpac a product intervention power. For further information, refer to ‘Significant developments’ above. The ASX operates Australia’s primary national market for trading of securities issued by listed companies. Some of our securities (including our ordinary shares) are listed on the ASX and we therefore have obligations to comply with the ASX Listing Rules, which have statutory backing under the Corporations Act 2001 (Cth). The ASX has responsibility for the oversight of listed entities under the ASX Listing Rules and for monitoring and enforcing compliance with the ASX Operating Rules by its market, clearing and settlement participants. ASX is now also the benchmark administrator of BBSW. The ACCC is the regulator responsible for the regulation and prohibition of anti-competitive and unfair market practices and mergers and acquisitions in Australia. Its broad objective is to administer the Competition and Consumer Act 2010 (Cth) and related legislation to bring greater competitiveness, fair trading, consumer protection and product safety to the Australian economy. The ACCC’s role in consumer protection complements that of ASIC (for financial services) and Australian state and territory consumer affairs agencies that administer the unfair trading legislation of their jurisdictions. The Australian Government’s present policy, known as the ‘four pillars policy’, is that there should be no fewer than four major banks to maintain appropriate levels of competition in the banking sector. Under the Financial Sector (Shareholdings) Act 1998 (Cth), the Australian Government’s Treasurer must approve an entity acquiring a stake of more than 15% in a particular financial sector company. Proposals for foreign acquisitions of a stake in Australian banks are subject to the Australian Government’s foreign investment policy and, where required, approval by the Australian Government under the Australian Foreign Acquisitions and Takeovers Act 1975 (Cth). For further details refer to ‘Limitations affecting security holders’ in Section 4. AUSTRAC oversees the compliance of Australian reporting entities (including Westpac) with the requirements under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) and the Financial Transaction Reports Act 1988 (Cth). These requirements include:    implementing programs for identifying and monitoring customers, and for managing the risks of money laundering and terrorism financing; reporting suspicious matters, threshold transactions and international funds transfer instructions; and submitting an annual compliance report. AUSTRAC provides financial information to Australian federal law enforcement, national security, human services and revenue agencies, and certain international counterparts. 28 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 29 Corporate governance Corporate Governance Statement Our approach to corporate governance is based on a set of values and behaviours that underpin day-to-day activities, provide transparency and fair dealing and seek to protect stakeholder interests. This approach includes a commitment to excellence in governance standards, which we see as fundamental to the sustainability of our business and our performance. It includes monitoring local and global developments in corporate governance and assessing their implications. We comply with the ASX Corporate Governance Principles and Recommendations (third edition) published by the ASX Limited’s Corporate Governance Council. Westpac’s 2018 Corporate Governance Statement and a range of documents referred to in it are available on our corporate governance website at www.westpac.com.au/corpgov. This website contains copies and summaries of charters, principles and policies referred to in the Corporate Governance Statement. Websites Investor communications and information, including this 2018 Westpac Group Annual Report, the 2018 Westpac Group Annual Review and Sustainability Report, the 2018 Westpac Group Sustainability Performance Report and investor discussion packs and presentations can be accessed at www.westpac.com.au/investorcentre. Information on Westpac New Zealand The Reserve Bank of New Zealand (RBNZ) is responsible for supervising New Zealand registered banks and protects the financial stability of New Zealand through the application of minimum prudential obligations. The New Zealand prudential supervision regime requires that registered banks publish disclosure statements, which contain information on financial performance and risk positions as well as attestations by the directors about the bank’s compliance with its conditions of registration and certain other matters. The Financial Markets Authority (FMA) and the New Zealand Commerce Commission (NZCC) are the two primary conduct and enforcement regulators. The FMA and NZCC are responsible for ensuring that markets are fair and transparent and are supported by confident and informed investors and consumers. Regulation of markets and their participants is undertaken through a combination of market supervision, corporate governance and licensing approvals. In New Zealand, other relevant regulator mandates include those relating to taxation, privacy and foreign affairs and trade. Banks in New Zealand are also subject to a number of self- regulatory regimes. Examples include NZ Payments, the New Zealand Bankers’ Association and the Financial Services Council (FSC). Examples of industry agreed codes include the New Zealand Bankers’ Association’s Code of Banking Practice and FSC’s Code of Conduct. United States Our New York branch is a US federally licensed branch and therefore is subject to supervision, examination and regulation by the US Office of the Comptroller of the Currency and the Board of Governors of the Federal Reserve System (the US Federal Reserve) under the US International Banking Act of 1978 (IBA) and related regulations. A US federal branch must maintain, with a US Federal Reserve member bank, a capital equivalency deposit as prescribed by the US Comptroller of the Currency, which is at least equal to 5% of its total liabilities (including acceptances, but excluding accrued expenses, and amounts due and other liabilities to other branches, agencies and subsidiaries of the foreign bank). In addition, a US federal branch is subject to periodic onsite examination by the US Comptroller of the Currency. Such examination may address risk management, operations, asset quality, compliance with the record-keeping and reporting, and any additional requirements prescribed by the US Comptroller of the Currency from time to time. A US federal branch of a foreign bank is, by virtue of the IBA, subject to the receivership powers exercisable by the US Comptroller of the Currency. As of 22 June 2016, we elected to be treated as a financial holding company in the US pursuant to the Bank Holding Company Act of 1956 and Federal Reserve Board Regulation Y. Our election will remain effective so long as we meet certain capital and management standards prescribed by the US Federal Reserve. Westpac and some of its affiliates are engaged in various activities that are subject to regulation by other US federal regulatory agencies, including the US Securities and Exchange Commission, the US Commodity Futures Trading Commission and the National Futures Association. Anti-money laundering regulation and related requirements Australia Westpac has a Group-wide program to manage its obligations under the Anti-Money Laundering and Counter- Terrorism Financing Act 2006 (Cth). We continue to actively engage with the regulator, AUSTRAC, on our activities. Our Anti-Money Laundering and Counter-Terrorism Financing Policy (AML/CTF Policy) sets out how the Westpac Group complies with its legislative obligations. The AML/CTF Policy applies to all business divisions and employees (permanent, temporary and third party providers) working in Australia, New Zealand and overseas. United States The USA PATRIOT Act of 2001 requires US financial institutions, including the US branches of foreign banks, to take certain steps to prevent, detect and report individuals and entities involved in international money laundering and the financing of terrorism. The required actions include verifying the identity of financial institutions and other customers and counterparties, terminating correspondent accounts for foreign ‘shell banks’ and obtaining information about the owners of foreign bank clients and the identity of the foreign bank’s agent for service of process in the US. The anti-money laundering compliance requirements of the USA PATRIOT Act include requirements to adopt and implement an effective anti-money laundering program, report suspicious transactions or activities, and implement due diligence procedures for correspondent and other customer accounts. Westpac’s New York branch and Westpac Capital Markets LLC maintain an anti-money laundering compliance program designed to address US legal requirements. US economic and trade sanctions, as administered by the Office of Foreign Assets Control (OFAC), prohibit or significantly restrict US financial institutions, including the US branches and operations of foreign banks, and other US persons from doing business with certain persons, entities and jurisdictions. Westpac’s New York branch and Westpac Capital Markets LLC maintain compliance programs designed to comply with OFAC sanctions programs, and Westpac has a Group-wide program to ensure adequate compliance. Legal proceedings Our entities are defendants from time to time in legal proceedings arising from the conduct of our business. Material legal proceedings, if any, are described in Note 31 to the financial statements and under ‘Significant developments’ above. Where appropriate as required by the accounting standards, a provision has been raised in respect of these proceedings and disclosed in the financial statements. Principal office Our principal office is located at 275 Kent Street, Sydney, New South Wales, 2000, Australia. Our telephone number for calls within Australia is (+61) 2 9155 7713 and our international telephone number is (+61) 2 9155 7700. 30 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 31 Corporate governance 1 Corporate Governance Statement Our approach to corporate governance is based on a set of values and behaviours that underpin day-to-day activities, provide transparency and fair dealing and seek to protect stakeholder interests. This approach includes a commitment to excellence in governance standards, which we see as fundamental to the sustainability of our business and our performance. It includes monitoring local and global developments in corporate governance and assessing their implications. We comply with the ASX Corporate Governance Principles and Recommendations (third edition) published by the ASX Limited’s Corporate Governance Council. Westpac’s 2018 Corporate Governance Statement and a range of documents referred to in it are available on our corporate governance website at www.westpac.com.au/corpgov. This website contains copies and summaries of charters, principles and policies referred to in the Corporate Governance Statement. Websites Investor communications and information, including this 2018 Westpac Group Annual Report, the 2018 Westpac Group Annual Review and Sustainability Report, the 2018 Westpac Group Sustainability Performance Report and investor discussion packs and presentations can be accessed at www.westpac.com.au/investorcentre. Information on Westpac New Zealand The Reserve Bank of New Zealand (RBNZ) is responsible for supervising New Zealand registered banks and protects the financial stability of New Zealand through the application of minimum prudential obligations. The New Zealand prudential supervision regime requires that registered banks publish disclosure statements, which contain information on financial performance and risk positions as well as attestations by the directors about the bank’s compliance with its conditions of registration and certain other matters. The Financial Markets Authority (FMA) and the New Zealand Commerce Commission (NZCC) are the two primary conduct and enforcement regulators. The FMA and NZCC are responsible for ensuring that markets are fair and transparent and are supported by confident and informed investors and consumers. Regulation of markets and their participants is undertaken through a combination of market supervision, corporate governance and licensing approvals. In New Zealand, other relevant regulator mandates include those relating to taxation, privacy and foreign affairs and trade. Banks in New Zealand are also subject to a number of self- regulatory regimes. Examples include NZ Payments, the New Zealand Bankers’ Association and the Financial Services Council (FSC). Examples of industry agreed codes include the New Zealand Bankers’ Association’s Code of Banking Practice and FSC’s Code of Conduct. United States Our New York branch is a US federally licensed branch and therefore is subject to supervision, examination and regulation by the US Office of the Comptroller of the Currency and the Board of Governors of the Federal Reserve System (the US Federal Reserve) under the US International Banking Act of 1978 (IBA) and related regulations. A US federal branch must maintain, with a US Federal Reserve member bank, a capital equivalency deposit as prescribed by the US Comptroller of the Currency, which is at least equal to 5% of its total liabilities (including acceptances, but excluding accrued expenses, and amounts due and other liabilities to other branches, agencies and subsidiaries of the foreign bank). In addition, a US federal branch is subject to periodic onsite examination by the US Comptroller of the Currency. Such examination may address risk management, operations, asset quality, compliance with the record-keeping and reporting, and any additional requirements prescribed by the US Comptroller of the Currency from time to time. A US federal branch of a foreign bank is, by virtue of the IBA, subject to the receivership powers exercisable by the US Comptroller of the Currency. As of 22 June 2016, we elected to be treated as a financial holding company in the US pursuant to the Bank Holding Company Act of 1956 and Federal Reserve Board Regulation Y. Our election will remain effective so long as we meet certain capital and management standards prescribed by the US Federal Reserve. Westpac and some of its affiliates are engaged in various activities that are subject to regulation by other US federal regulatory agencies, including the US Securities and Exchange Commission, the US Commodity Futures Trading Commission and the National Futures Association. Anti-money laundering regulation and related requirements Australia Westpac has a Group-wide program to manage its obligations under the Anti-Money Laundering and Counter- Terrorism Financing Act 2006 (Cth). We continue to actively engage with the regulator, AUSTRAC, on our activities. Our Anti-Money Laundering and Counter-Terrorism Financing Policy (AML/CTF Policy) sets out how the Westpac Group complies with its legislative obligations. The AML/CTF Policy applies to all business divisions and employees (permanent, temporary and third party providers) working in Australia, New Zealand and overseas. United States The USA PATRIOT Act of 2001 requires US financial institutions, including the US branches of foreign banks, to take certain steps to prevent, detect and report individuals and entities involved in international money laundering and the financing of terrorism. The required actions include verifying the identity of financial institutions and other customers and counterparties, terminating correspondent accounts for foreign ‘shell banks’ and obtaining information about the owners of foreign bank clients and the identity of the foreign bank’s agent for service of process in the US. The anti-money laundering compliance requirements of the USA PATRIOT Act include requirements to adopt and implement an effective anti-money laundering program, report suspicious transactions or activities, and implement due diligence procedures for correspondent and other customer accounts. Westpac’s New York branch and Westpac Capital Markets LLC maintain an anti-money laundering compliance program designed to address US legal requirements. US economic and trade sanctions, as administered by the Office of Foreign Assets Control (OFAC), prohibit or significantly restrict US financial institutions, including the US branches and operations of foreign banks, and other US persons from doing business with certain persons, entities and jurisdictions. Westpac’s New York branch and Westpac Capital Markets LLC maintain compliance programs designed to comply with OFAC sanctions programs, and Westpac has a Group-wide program to ensure adequate compliance. Legal proceedings Our entities are defendants from time to time in legal proceedings arising from the conduct of our business. Material legal proceedings, if any, are described in Note 31 to the financial statements and under ‘Significant developments’ above. Where appropriate as required by the accounting standards, a provision has been raised in respect of these proceedings and disclosed in the financial statements. Principal office Our principal office is located at 275 Kent Street, Sydney, New South Wales, 2000, Australia. Our telephone number for calls within Australia is (+61) 2 9155 7713 and our international telephone number is (+61) 2 9155 7700. 30 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 31 Directors’ report Our Directors present their report together with the financial statements of the Group for the financial year ended 30 September 2018. 1. Directors The names of the persons who have been Directors, or appointed as Directors, during the period since 1 October 2017 and up to the date of this report are: Lindsay Philip Maxsted, Brian Charles Hartzer, Nerida Frances Caesar, Ewen Graham Wolseley Crouch, Catriona Alison Deans (Alison Deans), Craig William Dunn, Robert George Elstone (retired as a Director on 8 December 2017), Yuen Mei Anita Fung (Anita Fung) (Director from 1 October 2018), Peter John Oswin Hawkins, Peter Ralph Marriott and Peter Stanley Nash (Director from 7 March 2018). Particulars of the skills, experience, expertise and responsibilities of the Directors at the date of this report, including all directorships of other listed companies held by a Director at any time in the past three years immediately before 30 September 2018 and the period for which each directorship has been held, are set out below. Name: Lindsay Maxsted, DipBus (Gordon), FCA, FAICD Age: 64 Term of office: Director since March 2008 and Chairman since December 2011. Date of next scheduled re-election: December 2020. Independent: Yes. Current directorships of listed entities and dates of office: Transurban Group (since March 2008, and Chairman since August 2010), BHP Billiton Limited (since March 2011) and BHP Billiton plc (since March 2011). Name: Brian Hartzer, BA, CFA Age: 51 Term of office: Managing Director & Chief Executive Officer since February 2015. Date of next scheduled re-election: Not applicable. Independent: No. Current directorships of listed entities and dates of office: Nil. Other principal directorships: The Australian National University Business and Industry Advisory Board (Chairman since March 2017), the Financial Markets Foundation for Children and Australian Banking Association Incorporated. Other principal directorships: Managing Director of Align Capital Pty Ltd and Director of Baker Heart and Diabetes Institute. Other interests: Nil. Other Westpac related entities directorships and dates of office: Nil. Skills, experience and expertise: Lindsay was formerly a partner at KPMG and was the CEO of that firm from 2001 to 2007. His principal area of practice prior to his becoming CEO was in the corporate recovery field managing a number of Australia’s largest insolvency/workout/turnaround engagements including Other interests: Nil. Other Westpac related entities directorships and dates of office: Nil. Skills, experience and expertise: Brian was appointed Managing Director & Chief Executive Officer in February 2015. Brian joined Westpac as Chief Executive, Australian Financial Services in June 2012 encompassing Westpac Retail & Business Banking, St.George Banking Group and BT Financial Group. Prior to joining Westpac, Brian spent three years in the UK as CEO for Retail, Wealth and Ulster Bank at the Royal Bank of Scotland Group. Linter Textiles (companies associated with Abraham Goldberg), Bell Publishing Group, Bond Brewing, McEwans Hardware and Brashs. He is also a former Director and Chairman of the Victorian Public Transport Corporation. Westpac Board Committee membership: Chairman of the Board Nominations Committee. Member of each of the Board Audit and Board Risk & Compliance Committees. Directorships of other listed entities over the past three years and dates of office: Nil. Prior to that, he spent ten years with Australia and New Zealand Banking Group Limited (ANZ) in Australia in a variety of roles, including his final role as CEO, Australia and Global Segment Lead for Retail and Wealth. Before joining ANZ, Brian spent ten years as a financial services consultant in New York, San Francisco and Melbourne. Westpac Board Committee membership: Member of the Board Technology Committee. Directorships of other listed entities over the past three years and dates of office: Nil. Name: Nerida Caesar, BCom, MBA, GAICD Age: 54 Term of office: Director since September 2017. Date of next scheduled re-election: December 2020. Independent: Yes. Current directorships of listed entities and dates of office: Skills, experience and expertise: Nerida has 32 years of broad-ranging commercial and business management experience. Most recently, Nerida was Group Managing Director and Chief Executive Officer, Australia and New Zealand, of Equifax (formerly Veda Group Limited) from February 2011. She is also a former director of Genome.One Pty Ltd and Stone and Chalk Other principal directorships: Limited. Prior to joining Veda, Nerida was Other interests: Member of the Advisory Board of IXUP Limited formerly Group Managing Director, Telstra Enterprise and and the Federal Government’s Government. She also worked FinTech Advisory Group. as Group Managing Director, Advisor to Equifax Australia and Telstra Wholesale, and prior to New Zealand. Other Westpac related entities directorships and dates of Sales. office: Nil. that held the position of Executive Director National Nil. Nil. Directors’ report Prior to joining Telstra, Nerida held several senior management and sales positions with IBM within Australia and internationally over a 20 year period, including as Vice President of IBM’s Intel Server Division for the Asia Pacific region. Westpac Board Committee membership: Member of each of the Board Risk & Compliance and Board Technology Committees. Directorships of other listed entities over the past three years and dates of office: Veda Group Limited (December 2013 – February 2016). Veda Group Limited was a listed entity from December 2013 to February 2016 when it was delisted upon its acquisition by Equifax Inc. Name: Ewen Crouch AM, BEc (Hons.), LLB, FAICD Committee of the Law Council of Mission Australia from 1995 and Australia and ASIC’s Director as Chairman from 2009, before Age: 62 Term of office: Director since February 2013. Date of next scheduled Advisory Panel. Other Westpac related entities directorships and dates of office: Nil. re-election: December 2019. Skills, experience and Independent: Yes. Current directorships of listed entities and dates of office: BlueScope Steel Limited (since March 2013). Other principal directorships: Sydney Symphony Orchestra Holdings Pty Limited and Jawun. Other interests: Member of the Commonwealth Remuneration Tribunal, Law Committee of the Australian Institute of Company Directors, Corporations expertise: Ewen was a Partner at Allens from 1988 to 2013, where he was one of Australia’s most accomplished mergers and acquisitions lawyers. He served as a member of the firm’s board for 11 years, including four years as Chairman of Partners. His other roles at Allens included Co-Head Mergers and Acquisitions and Equity Capital Markets, Executive Partner, Asian offices and Deputy Consultant to Allens. Ewen served as a director of retiring in November 2016. From 2010 to 2015, Ewen was a member of the Takeovers Panel. In 2013, Ewen was awarded an Order of Australia in recognition of his significant service to the law as a contributor to legal professional organisations and to the community. Westpac Board Committee membership: Chairman of the Board Risk & Compliance Committee. Member of each of the Board Nominations and Board Remuneration Committees. Directorships of other listed years and dates of office: Nil. Managing Partner. He is now a entities over the past three 32 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 33 Our Directors present their report together with the financial statements of the Group for the financial year ended Directors’ report 30 September 2018. 1. Directors The names of the persons who have been Directors, or appointed as Directors, during the period since 1 October 2017 and up to the date of this report are: Lindsay Philip Maxsted, Brian Charles Hartzer, Nerida Frances Caesar, Ewen Graham Wolseley Crouch, Catriona Alison Deans (Alison Deans), Craig William Dunn, Robert George Elstone (retired as a Director on 8 December 2017), Yuen Mei Anita Fung (Anita Fung) (Director from 1 October 2018), Peter John Oswin Hawkins, Peter Ralph Marriott and Peter Stanley Nash (Director from 7 March 2018). Particulars of the skills, experience, expertise and responsibilities of the Directors at the date of this report, including all directorships of other listed companies held by a Director at any time in the past three years immediately before 30 September 2018 and the period for which each directorship has been held, are set out below. Name: Lindsay Maxsted, Other principal directorships: Linter Textiles (companies DipBus (Gordon), FCA, FAICD Managing Director of Align Capital associated with Abraham Age: 64 Term of office: Director since March 2008 and Chairman since December 2011. Pty Ltd and Director of Baker Heart and Diabetes Institute. Other interests: Nil. Other Westpac related entities directorships and dates of Goldberg), Bell Publishing Group, Bond Brewing, McEwans Hardware and Brashs. He is also a former Director and Chairman of the Victorian Public Transport Corporation. Date of next scheduled re-election: December 2020. office: Nil. Independent: Yes. Current directorships of listed entities and dates of office: Transurban Group (since March 2008, and Chairman since August 2010), BHP Billiton Limited (since March 2011) and BHP Billiton plc (since March 2011). Skills, experience and expertise: Lindsay was formerly a partner at KPMG and was the CEO of that firm from 2001 to 2007. His principal area of practice prior to his becoming CEO was in the corporate recovery field managing a number of Australia’s largest insolvency/workout/turnaround engagements including Name: Brian Hartzer, Other interests: Nil. BA, CFA Age: 51 Term of office: Managing Director & Chief Executive Other Westpac related entities directorships and dates of office: Nil. Skills, experience and Officer since February 2015. expertise: Brian was appointed Date of next scheduled re-election: Not applicable. Independent: No. Managing Director & Chief Executive Officer in February 2015. Brian joined Westpac as Chief Executive, Current directorships of listed Australian Financial Services in entities and dates of office: Nil. Other principal directorships: The Australian National University Business and Industry Advisory Board (Chairman since March 2017), the Financial Markets Foundation for Children and Australian Banking Association Incorporated. June 2012 encompassing Westpac Retail & Business Banking, St.George Banking Group and BT Financial Group. Prior to joining Westpac, Brian spent three years in the UK as CEO for Retail, Wealth and Ulster Bank at the Royal Bank of Scotland Group. Westpac Board Committee membership: Chairman of the Board Nominations Committee. Member of each of the Board Audit and Board Risk & Compliance Committees. Directorships of other listed entities over the past three years and dates of office: Nil. Prior to that, he spent ten years with Australia and New Zealand Banking Group Limited (ANZ) in Australia in a variety of roles, including his final role as CEO, Australia and Global Segment Lead for Retail and Wealth. Before joining ANZ, Brian spent ten years as a financial services consultant in New York, San Francisco and Melbourne. Westpac Board Committee membership: Member of the Board Technology Committee. Directorships of other listed entities over the past three years and dates of office: Nil. Name: Nerida Caesar, BCom, MBA, GAICD Age: 54 Term of office: Director since September 2017. Date of next scheduled re-election: December 2020. Independent: Yes. Current directorships of listed entities and dates of office: Nil. Other principal directorships: Nil. Other interests: Member of the Advisory Board of IXUP Limited and the Federal Government’s FinTech Advisory Group. Advisor to Equifax Australia and New Zealand. Other Westpac related entities directorships and dates of office: Nil. Skills, experience and expertise: Nerida has 32 years of broad-ranging commercial and business management experience. Most recently, Nerida was Group Managing Director and Chief Executive Officer, Australia and New Zealand, of Equifax (formerly Veda Group Limited) from February 2011. She is also a former director of Genome.One Pty Ltd and Stone and Chalk Limited. Prior to joining Veda, Nerida was formerly Group Managing Director, Telstra Enterprise and Government. She also worked as Group Managing Director, Telstra Wholesale, and prior to that held the position of Executive Director National Sales. 1 Directors’ report Prior to joining Telstra, Nerida held several senior management and sales positions with IBM within Australia and internationally over a 20 year period, including as Vice President of IBM’s Intel Server Division for the Asia Pacific region. Westpac Board Committee membership: Member of each of the Board Risk & Compliance and Board Technology Committees. Directorships of other listed entities over the past three years and dates of office: Veda Group Limited (December 2013 – February 2016). Veda Group Limited was a listed entity from December 2013 to February 2016 when it was delisted upon its acquisition by Equifax Inc. Name: Ewen Crouch AM, BEc (Hons.), LLB, FAICD Age: 62 Term of office: Director since February 2013. Date of next scheduled re-election: December 2019. Independent: Yes. Current directorships of listed entities and dates of office: BlueScope Steel Limited (since March 2013). Other principal directorships: Sydney Symphony Orchestra Holdings Pty Limited and Jawun. Other interests: Member of the Commonwealth Remuneration Tribunal, Law Committee of the Australian Institute of Company Directors, Corporations Committee of the Law Council of Australia and ASIC’s Director Advisory Panel. Other Westpac related entities directorships and dates of office: Nil. Skills, experience and expertise: Ewen was a Partner at Allens from 1988 to 2013, where he was one of Australia’s most accomplished mergers and acquisitions lawyers. He served as a member of the firm’s board for 11 years, including four years as Chairman of Partners. His other roles at Allens included Co-Head Mergers and Acquisitions and Equity Capital Markets, Executive Partner, Asian offices and Deputy Managing Partner. He is now a Consultant to Allens. Ewen served as a director of Mission Australia from 1995 and as Chairman from 2009, before retiring in November 2016. From 2010 to 2015, Ewen was a member of the Takeovers Panel. In 2013, Ewen was awarded an Order of Australia in recognition of his significant service to the law as a contributor to legal professional organisations and to the community. Westpac Board Committee membership: Chairman of the Board Risk & Compliance Committee. Member of each of the Board Nominations and Board Remuneration Committees. Directorships of other listed entities over the past three years and dates of office: Nil. 32 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 33 Directors’ report Name: Alison Deans, BA, MBA, GAICD Age: 50 Term of office: Director since April 2014. Date of next scheduled re-election: December 2020. Independent: Yes. Current directorships of listed entities and dates of office: Cochlear Limited (since January 2015). Other principal directorships: SCEGGS Darlinghurst Limited. Other interests: Senior Advisor, McKinsey & Company and Investment Committee member of the CSIRO Innovation Fund (Main Sequence Ventures). Other Westpac related entities directorships and dates of office: Nil. Skills, experience and expertise: Alison has more than 20 years’ experience in senior executive roles focused on building digital businesses and digital transformation across e-commerce, media and financial services. During this time, Alison served as the CEO of eCorp Limited, CEO of Hoyts Cinemas, CEO of netus Pty Ltd and CEO of eBay, Australia and New Zealand. Alison was an Independent Director of Social Ventures Australia from September 2007 to April 2013 and a director of kikki.K Holdings Pty Ltd from October 2014 to June 2018. Westpac Board Committee membership: Chairman of the Board Technology Committee. Member of each of the Board Nominations, Board Remuneration and Board Risk & Compliance Committees. Directorships of other listed entities over the past three years and dates of office: Insurance Australia Group Limited (February 2013 – October 2017). Name: Craig Dunn, BCom, FCA Age: 55 Term of office: Director since June 2015. Date of next scheduled re-election: December 2018. Independent: Yes. Current directorships of listed entities and dates of office: Telstra Corporation Limited (since April 2016). Other principal directorships: Chairman of The Australian Ballet and Chairman of Stone and Chalk Limited (retires 27 November 2018). Other interests: Chairman of the International Standards Technical Committee on Blockchain and Distributed Ledger Technologies (ISO/TC 307) and Co-Chair of the Australian Government’s Fintech Advisory Group. Member of the ASIC External Advisory Panel, and the New South Wales Government’s Quantum Computing Fund Advisory Panel. Board member of Jobs for New South Wales and Consultant to King & Wood Mallesons. Other Westpac related entities directorships and dates of office: Nil. Skills, experience and expertise: Craig has more than 20 years’ experience in financial services, including as CEO of AMP Limited from 2008 to 2013. Craig was previously a director of Financial Literacy Australia Limited, a Board member of each of the Australian Japanese Business Cooperation Committee and the New South Wales Government’s Financial Services Knowledge Hub, and former Chairman of the Investment and Financial Services Association (now the Financial Services Council). He was also a member of the Financial Services Advisory Committee, the Australian Financial Centre Forum, the Consumer and Financial Literacy Taskforce and a Panel member of the Australian Government’s Financial System Inquiry. Westpac Board Committee membership: Chairman of the Board Remuneration Committee. Member of each of the Board Nominations and Board Risk & Compliance Committees. Directorships of other listed entities over the past three years and dates of office: Nil. Directors’ report Name: Anita Fung, BSocSc, MAppFin Age: 57 Term of office: Director since October 2018. Date of next scheduled re-election: December 2018. Independent: Yes. Current directorships of listed entities and dates of office: Hong Kong Exchanges and Clearing Limited (since April 2015, Hong Kong listed), China Construction Bank Corporation (since October 2016, Hong Kong Listed) and Hang Lung Properties Limited (since May 2015, Hong Kong listed). Other principal directorships: During her time at HSBC, Anita Board member of the Airport held a number of senior Authority Hong Kong. Other interests: Member of the Hong Kong Museum Advisory Committee. Other Westpac related entities directorships and dates of office: Member of Westpac’s Asia Advisory Board since October 2018. Skills, experience and expertise: Anita’s career in the banking industry spans over 30 years, including 19 years at HSBC. management roles including Group General Manager, HSBC Group and most recently as Chief Executive Officer, Hong Kong from 2011 to 2015. Prior to joining HSBC, Anita held various positions at Standard Chartered Bank in its Treasury and Capital markets business. Westpac Board Committee membership: Member of the Board Risk & Compliance Committee. Directorships of other listed entities over the past three years and dates of office: Nil. Name: Peter Hawkins, Other Westpac related entities He was also previously a Director BCA (Hons.), SF Fin, ACA (NZ), directorships and dates of of BHP (NZ) Steel Limited, office: Member of the Bank of ING Australia Limited, Esanda Melbourne Advisory Board since Finance Corporation, Visa Inc November 2010. and Clayton Utz. Skills, experience and Westpac Board Committee expertise: Peter’s career in the membership: Member of each of banking and financial services the Board Audit, Board Risk & industry spans over 40 years in Compliance and Board Australia and overseas at both Technology Committees. the highest levels of management and directorship of held various senior management and directorship positions with Australia and New Zealand Banking Group Limited from 1971 to 2005. Directorships of other listed entities over the past three years and dates of office: MG Responsible Entity Limited, which is the responsible entity for ASX listed MG Unit Trust (April 2015 to October 2016). Current directorships of listed major organisations. Peter has FAICD Age: 64 Term of office: Director since December 2008. Date of next scheduled re-election: Not applicable. Peter Hawkins will retire following the 2018 AGM. Independent: Yes. entities and dates of office: Mirvac Group (since January 2006). Other principal directorships: Liberty Financial Pty Ltd and Crestone Holdings Limited. Other interests: Nil. Name: Peter Marriott, BEc (Hons.), FCA Age: 61 Term of office: Director since June 2013. Date of next scheduled re-election: December 2019. Independent: Yes. Other interests: Member of the Prior to his career at ANZ, Peter Review Panel & Policy Council was a banking and finance, audit of the Banking & Finance Oath. and consulting partner at KPMG Other Westpac related entities directorships and dates of office: Nil. Skills, experience and expertise: Peter has over 30 years’ experience in senior Peat Marwick. Peter was formerly a Director of ANZ National Bank Limited in New Zealand and various ANZ subsidiaries. Westpac Board Committee membership: Chairman of the Board Audit Committee. Member of each of the Board Nominations, Board Risk & Compliance and Board Technology Committees. Current directorships of listed management roles in the finance entities and dates of office: industry encompassing ASX Limited (since July 2009). international banking, finance Other principal directorships: ASX Clearing Corporation Limited, ASX Settlement Corporation Limited and Austraclear Limited. and auditing. Peter joined Australia and New Zealand Banking Group Limited (ANZ) in Directorships of other listed 1993 and held the role of Chief entities over the past three Financial Officer from July 1997 years and dates of office: Nil. to May 2012. 34 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 35 Directors’ report Name: Alison Deans, BA, MBA, GAICD Age: 50 April 2014. Term of office: Director since Date of next scheduled re-election: December 2020. Independent: Yes. Current directorships of listed entities and dates of office: Cochlear Limited (since January 2015). Other principal directorships: SCEGGS Darlinghurst Limited. Other interests: Senior Advisor, McKinsey & Company and Investment Committee member Alison was an Independent of the CSIRO Innovation Fund Director of Social Ventures (Main Sequence Ventures). Australia from September 2007 Other Westpac related entities directorships and dates of office: Nil. Skills, experience and expertise: Alison has more than 20 years’ experience in senior executive roles focused on building digital businesses and digital transformation across e-commerce, media and financial services. During this time, Alison served as the CEO of eCorp Limited, CEO of Hoyts Cinemas, CEO of netus Pty Ltd and CEO of eBay, Australia and New Zealand. to April 2013 and a director of kikki.K Holdings Pty Ltd from October 2014 to June 2018. Westpac Board Committee membership: Chairman of the Board Technology Committee. Member of each of the Board Nominations, Board Remuneration and Board Risk & Compliance Committees. Directorships of other listed entities over the past three years and dates of office: Insurance Australia Group Limited (February 2013 – October 2017). Name: Craig Dunn, BCom, FCA Age: 55 Term of office: Director since June 2015. Date of next scheduled Member of the ASIC External former Chairman of the Advisory Panel, and the New Investment and Financial South Wales Government’s Quantum Computing Fund Services Association (now the Financial Services Council). He Advisory Panel. Board member was also a member of the of Jobs for New South Wales Financial Services Advisory and Consultant to King & Wood Committee, the Australian re-election: December 2018. Mallesons. Independent: Yes. Current directorships of listed entities and dates of office: Telstra Corporation Limited (since April 2016). Other principal directorships: Chairman of The Australian Ballet and Chairman of Stone and Chalk Limited (retires 27 November 2018). Other interests: Chairman of the International Standards Technical Committee on Blockchain and Distributed Ledger Technologies (ISO/TC 307) and Co-Chair of the Australian Government’s Fintech Advisory Group. Other Westpac related entities directorships and dates of office: Nil. Skills, experience and expertise: Craig has more than 20 years’ experience in financial services, including as CEO of AMP Limited from 2008 to 2013. Craig was previously a director of Financial Literacy Australia Limited, a Board member of each of the Australian Japanese Business Cooperation Committee and the New South Wales Government’s Financial Services Knowledge Hub, and Financial Centre Forum, the Consumer and Financial Literacy Taskforce and a Panel member of the Australian Government’s Financial System Inquiry. Westpac Board Committee membership: Chairman of the Board Remuneration Committee. Member of each of the Board Nominations and Board Risk & Compliance Committees. Directorships of other listed entities over the past three years and dates of office: Nil. Name: Anita Fung, BSocSc, MAppFin Age: 57 Term of office: Director since October 2018. Date of next scheduled re-election: December 2018. Independent: Yes. Current directorships of listed entities and dates of office: Hong Kong Exchanges and Clearing Limited (since April 2015, Hong Kong listed), China Construction Bank Corporation (since October 2016, Hong Kong Listed) and Hang Lung Properties Limited (since May 2015, Hong Kong listed). Name: Peter Hawkins, BCA (Hons.), SF Fin, ACA (NZ), FAICD Age: 64 Term of office: Director since December 2008. Date of next scheduled re-election: Not applicable. Peter Hawkins will retire following the 2018 AGM. Independent: Yes. Current directorships of listed entities and dates of office: Mirvac Group (since January 2006). Other principal directorships: Liberty Financial Pty Ltd and Crestone Holdings Limited. Other interests: Nil. Name: Peter Marriott, BEc (Hons.), FCA Age: 61 Term of office: Director since June 2013. Date of next scheduled re-election: December 2019. Independent: Yes. Current directorships of listed entities and dates of office: ASX Limited (since July 2009). Other principal directorships: ASX Clearing Corporation Limited, ASX Settlement Corporation Limited and Austraclear Limited. Other principal directorships: Board member of the Airport Authority Hong Kong. Other interests: Member of the Hong Kong Museum Advisory Committee. Other Westpac related entities directorships and dates of office: Member of Westpac’s Asia Advisory Board since October 2018. Skills, experience and expertise: Anita’s career in the banking industry spans over 30 years, including 19 years at HSBC. 1 Directors’ report During her time at HSBC, Anita held a number of senior management roles including Group General Manager, HSBC Group and most recently as Chief Executive Officer, Hong Kong from 2011 to 2015. Prior to joining HSBC, Anita held various positions at Standard Chartered Bank in its Treasury and Capital markets business. Westpac Board Committee membership: Member of the Board Risk & Compliance Committee. Directorships of other listed entities over the past three years and dates of office: Nil. Other Westpac related entities directorships and dates of office: Member of the Bank of Melbourne Advisory Board since November 2010. He was also previously a Director of BHP (NZ) Steel Limited, ING Australia Limited, Esanda Finance Corporation, Visa Inc and Clayton Utz. Skills, experience and expertise: Peter’s career in the banking and financial services industry spans over 40 years in Australia and overseas at both the highest levels of management and directorship of major organisations. Peter has held various senior management and directorship positions with Australia and New Zealand Banking Group Limited from 1971 to 2005. Westpac Board Committee membership: Member of each of the Board Audit, Board Risk & Compliance and Board Technology Committees. Directorships of other listed entities over the past three years and dates of office: MG Responsible Entity Limited, which is the responsible entity for ASX listed MG Unit Trust (April 2015 to October 2016). Other interests: Member of the Review Panel & Policy Council of the Banking & Finance Oath. Other Westpac related entities directorships and dates of office: Nil. Skills, experience and expertise: Peter has over 30 years’ experience in senior management roles in the finance industry encompassing international banking, finance and auditing. Peter joined Australia and New Zealand Banking Group Limited (ANZ) in 1993 and held the role of Chief Financial Officer from July 1997 to May 2012. Prior to his career at ANZ, Peter was a banking and finance, audit and consulting partner at KPMG Peat Marwick. Peter was formerly a Director of ANZ National Bank Limited in New Zealand and various ANZ subsidiaries. Westpac Board Committee membership: Chairman of the Board Audit Committee. Member of each of the Board Nominations, Board Risk & Compliance and Board Technology Committees. Directorships of other listed entities over the past three years and dates of office: Nil. 34 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 35 Directors’ report Other Westpac related entities directorships and dates of office: Nil Skills, experience and expertise: Peter was formerly a Senior Partner with KPMG until September 2017, having been admitted to the partnership of KPMG Australia in 1993. He most recently served as the National Chairman of KPMG Australia from 2011 until August 2017, where he was responsible for the overall governance and strategic positioning of KPMG in Australia. In this role, Peter also served as a member of KPMG’s Global and Regional Boards. Peter has experience providing advice on a range of topics including business strategy, risk management, internal controls, business processes and regulatory change. He has also provided both financial and commercial advice to many Government businesses at both a Federal and State level. Peter is a former member of the Business Council of Australia and its Economic and Regulatory Committee. Westpac Board Committee membership: Member of each of the Board Audit and Board Risk & Compliance Committees. Directorships of other listed entities over the past three years and dates of office: Nil. Name: Peter Nash BCom, FCA, F Fin Age: 56 Term of office: Director since March 2018. Date of next scheduled re-election: December 2018. Independent: Yes. Current directorships of listed entities and dates of office: Johns Lyng Group Limited (Chairman since October 2017). Johns Lyng Group Limited became a listed entity in October 2017. Other principal directorships: Reconciliation Australia Limited and Golf Victoria Limited. Other interests: Board member of the Koorie Heritage Trust and Migration Council Australia. Member of the University of Melbourne Centre for Contemporary Chinese Studies Advisory Board. Directors’ report Company Secretary Our Company Secretaries as at 30 September 2018 were Rebecca Lim and Tim Hartin. Rebecca Lim (B Econ, LLB (Hons.)) was appointed Group Executive, Compliance, Legal & Secretariat1 and Company Secretary in October 2016. Rebecca joined Westpac in 2002 and has held a variety of senior leadership roles including General Manager, Human Resources for St.George Bank and General Manager, St.George Private Clients. She was appointed Group General Counsel in November 2011 and Chief Compliance Officer from 2013 to 2017. Rebecca held an in-house role in investment banking at Goldman Sachs in London before returning to Australia and joining Westpac. Rebecca was previously with US firm Skadden Arps where she worked in the Corporate Finance area in both New York and London. Prior to that she worked at Blake Dawson Waldron (now Ashurst) as a solicitor. Tim Hartin (LLB (Hons.)) was appointed Group Company Secretary in November 2011. Before that appointment, Tim was Head of Legal - Risk Management & Workouts, Counsel & Secretariat and prior to that, he was Counsel, Corporate Core. Before joining Westpac in 2006, Tim was a Consultant with Gilbert + Tobin, where he provided corporate advisory services to ASX listed companies. Tim was previously a lawyer at Henderson Boyd Jackson W.S. in Scotland and in London in Herbert Smith’s corporate and corporate finance division. 2. Executive Team As at 30 September 2018 our Executive Team was: Name Position Brian Hartzer Managing Director & Chief Executive Officer Chief Executive, Westpac Institutional Bank Chief Executive Officer, BT Financial Group Chief Information Officer George Frazis Chief Executive, Consumer Bank Acting Chief Risk Officer3,4 Acting Chief Financial Officer Lyn Cobley Brad Cooper Dave Curran Peter King2 David Lees5 Rebecca Lim Group Executive, Compliance, Legal & Secretariat David Lindberg Chief Executive, Business Bank Carolyn McCann Group Executive, Customer & Corporate Relations David McLean Chief Executive Officer, Westpac New Zealand Limited Christine Parker Group Executive, Human Resources Gary Thursby Group Executive, Strategy & Enterprise Services Year Joined Year Appointed Group to Position 2012 2015 2007 2014 2009 1994 1997 2002 2012 2013 1999 2007 2008 2015 2015 2010 2014 2015 2014 2018 2016 2015 2018 2015 2011 2016 There are no family relationships between or among any of our Directors or Executive Team members. 36 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 37 1 From 1 October 2018, Rebecca Lim’s role and title is Group Executive, Legal & Secretariat. 2 Peter King was the Chief Financial Officer until 25 June 2018 when he was appointed Acting Chief Risk Officer. From 1 October 2018, Peter returned to the role of Chief Financial Officer. 3 Alexandra Holcomb was Chief Risk Officer until her retirement from the role effective from 25 June 2018. 4 David Stephen commenced as Chief Risk Officer effective from 1 October 2018, with responsibility for risk and compliance. 5 David Lees was appointed Acting Chief Financial Officer effective from 25 June 2018. From 1 October 2018, David ceased to be a member of the Executive Team and returned to the role of Deputy Chief Financial Officer. Directors’ report Other Westpac related entities Peter has experience providing directorships and dates of advice on a range of topics office: Nil Skills, experience and expertise: Peter was formerly a Senior Partner with KPMG until September 2017, having been admitted to the partnership of KPMG Australia in 1993. He most recently served as the National Chairman of KPMG Australia from 2011 until August 2017, where he was responsible for the overall governance and including business strategy, risk management, internal controls, business processes and regulatory change. He has also provided both financial and commercial advice to many Government businesses at both a Federal and State level. Peter is a former member of the Business Council of Australia and its Economic and Regulatory Committee. strategic positioning of KPMG in Westpac Board Committee Australia. In this role, Peter also membership: Member of each of served as a member of KPMG’s the Board Audit and Board Risk Global and Regional Boards. & Compliance Committees. Directorships of other listed entities over the past three years and dates of office: Nil. Name: Peter Nash BCom, FCA, F Fin Age: 56 Term of office: Director since March 2018. Date of next scheduled re-election: December 2018. Independent: Yes. Current directorships of listed entities and dates of office: Johns Lyng Group Limited (Chairman since October 2017). Johns Lyng Group Limited became a listed entity in October 2017. Other principal directorships: Reconciliation Australia Limited and Golf Victoria Limited. Other interests: Board member of the Koorie Heritage Trust and Migration Council Australia. Member of the University of Melbourne Centre for Contemporary Chinese Studies Advisory Board. Directors’ report Company Secretary Our Company Secretaries as at 30 September 2018 were Rebecca Lim and Tim Hartin. Rebecca Lim (B Econ, LLB (Hons.)) was appointed Group Executive, Compliance, Legal & Secretariat1 and Company Secretary in October 2016. Rebecca joined Westpac in 2002 and has held a variety of senior leadership roles including General Manager, Human Resources for St.George Bank and General Manager, St.George Private Clients. She was appointed Group General Counsel in November 2011 and Chief Compliance Officer from 2013 to 2017. Rebecca held an in-house role in investment banking at Goldman Sachs in London before returning to Australia and joining Westpac. Rebecca was previously with US firm Skadden Arps where she worked in the Corporate Finance area in both New York and London. Prior to that she worked at Blake Dawson Waldron (now Ashurst) as a solicitor. 1 Tim Hartin (LLB (Hons.)) was appointed Group Company Secretary in November 2011. Before that appointment, Tim was Head of Legal - Risk Management & Workouts, Counsel & Secretariat and prior to that, he was Counsel, Corporate Core. Before joining Westpac in 2006, Tim was a Consultant with Gilbert + Tobin, where he provided corporate advisory services to ASX listed companies. Tim was previously a lawyer at Henderson Boyd Jackson W.S. in Scotland and in London in Herbert Smith’s corporate and corporate finance division. 2. Executive Team As at 30 September 2018 our Executive Team was: Name Position Brian Hartzer Lyn Cobley Brad Cooper Dave Curran George Frazis Peter King2 David Lees5 Rebecca Lim David Lindberg Carolyn McCann David McLean Christine Parker Gary Thursby Managing Director & Chief Executive Officer Chief Executive, Westpac Institutional Bank Chief Executive Officer, BT Financial Group Chief Information Officer Chief Executive, Consumer Bank Acting Chief Risk Officer3,4 Acting Chief Financial Officer Group Executive, Compliance, Legal & Secretariat Chief Executive, Business Bank Group Executive, Customer & Corporate Relations Chief Executive Officer, Westpac New Zealand Limited Group Executive, Human Resources Group Executive, Strategy & Enterprise Services Year Joined Group Year Appointed to Position 2012 2015 2007 2014 2009 1994 1997 2002 2012 2013 1999 2007 2008 2015 2015 2010 2014 2015 2014 2018 2016 2015 2018 2015 2011 2016 There are no family relationships between or among any of our Directors or Executive Team members. 36 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 37 1 From 1 October 2018, Rebecca Lim’s role and title is Group Executive, Legal & Secretariat. 2 Peter King was the Chief Financial Officer until 25 June 2018 when he was appointed Acting Chief Risk Officer. From 1 October 2018, Peter returned to the role of Chief Financial Officer. 3 Alexandra Holcomb was Chief Risk Officer until her retirement from the role effective from 25 June 2018. 4 David Stephen commenced as Chief Risk Officer effective from 1 October 2018, with responsibility for risk and compliance. 5 David Lees was appointed Acting Chief Financial Officer effective from 25 June 2018. From 1 October 2018, David ceased to be a member of the Executive Team and returned to the role of Deputy Chief Financial Officer. Directors’ report Brian Hartzer BA, CFA. Age 51 Managing Director & Chief Executive Officer Brian was appointed Managing Director & Chief Executive Officer in February 2015. Brian joined Westpac as Chief Executive, Australian Financial Services in June 2012 encompassing Westpac Retail & Business Banking, St.George Banking Group and BT Financial Group. Brian is a Director of the Australian Banking Association and was formerly the Chairman until December 2015. Prior to joining Westpac, Brian spent three years in the UK as CEO for Retail, Wealth and Ulster Bank at the Royal Bank of Scotland Group. Prior to that, he spent ten years with Australia and New Zealand Banking Group Limited (ANZ) in Australia in a variety of roles, including his final role as CEO, Australia and Global Segment Lead for Retail and Wealth. Before joining ANZ, Brian spent ten years as a financial services consultant in New York, San Francisco and Melbourne. Brian graduated from Princeton University with a degree in European History and is a Chartered Financial Analyst. Lyn Cobley BEc, SF FIN, GAICD. Age 55 Chief Executive, Westpac Institutional Bank Lyn was appointed Chief Executive, Westpac Institutional Bank in September 2015. She has responsibility for Westpac’s global relationships with corporate, institutional and government clients as well as all products across financial and capital markets, transactional banking, structured finance and working capital payments. In addition, Lyn is responsible for Westpac’s International and Pacific Island businesses. Lyn has over 25 years’ experience in financial services. Prior to joining Westpac, Lyn held a variety of senior positions at the Commonwealth Bank of Australia including serving as Group Treasurer from 2007 to 2013 and most recently as Executive General Manager, Retail Products & Third Party Banking. She also held senior roles at Barclays Capital in Australia and Citibank in Australia and Asia Pacific, and was CEO of Trading Room (a joint venture between Macquarie Bank and Fairfax). Lyn is a Board member of the Australian Financial Markets Association (AFMA), the Banking & Finance Oath and the Westpac Foundation. She is Chairman of Westpac’s Asia Advisory Board and is also a member of Chief Executive Women. Lyn has a Bachelor of Economics from Macquarie University, is a Senior Fellow of the Financial Services Institute of Australia and is a graduate of the Australian Institute of Company Directors. Brad Cooper DipBM, MBA. Age 56 Chief Executive Officer, BT Financial Group Brad was appointed Chief Executive Officer, BT Financial Group in February 2010. Brad initially joined Westpac in April 2007 as Chief Executive, Westpac New Zealand Limited and after successfully leading a change program in that market, moved to the role of Group Chief Transformation Officer, leading the Westpac Group’s St.George merger implementation. Prior to joining Westpac, Brad was Chairman of GE Capital Bank and CEO of GE Consumer Finance UK & Ireland. He drove GE’s UK Six Sigma program and was certified as a Quality Leader (Black Belt) in December 2002. He was promoted to CEO of GE Consumer Finance UK in January 2003 and appointed Chairman of GE Capital Bank in April 2004. Dave Curran BCom. Age 53 Chief Information Officer Dave was appointed Chief Information Officer in September 2014. Dave has almost 30 years of experience with proven expertise in IT and financial services and the implementation of large, complex projects. Since 2015, Dave has been on the Board of the Westpac Bicentennial Foundation, a $100 million scholarship fund with exclusive focus on Australian education and leadership. Before joining Westpac, Dave spent ten years in senior roles at the Commonwealth Bank of Australia (CBA). Before joining CBA, he spent sixteen years at Accenture, where he was a partner, primarily consulting on financial services. Directors’ report George Frazis B Eng (Hons.), MBA (AGSM/Wharton). Age 54 Chief Executive, Consumer Bank George was appointed Chief Executive, Consumer Bank in June 2015, responsible for managing the end to end relationship with consumer customers. This includes all consumer distribution, digital, marketing, transformation and banking products and services under the Westpac, St.George, BankSA, Bank of Melbourne and RAMS brands. Prior to this appointment, he was CEO, St.George Banking Group. George joined the Westpac Group in March 2009 as Chief Executive, Westpac New Zealand Limited. George is highly experienced in the financial services industry. He was formerly Group Executive General Manager at National Australia Bank. Prior to that, George was a senior executive in Commonwealth Bank of Australia’s Institutional Banking Division and has also been a partner with the Boston Consulting Group and an officer in the George is a Governor of the St.George Foundation and is Chair of the Prime Minister’s Industry Advisory Royal Australian Air Force. Committee on Veterans’ Employment. Peter King BEc, FCA. Age 48 Acting Chief Risk Officer Peter acted as the Chief Risk Officer from June 2018 to September 2018. Westpac’s Chief Risk Officer is responsible for key risk management activities across the enterprise. Prior to this appointment, Peter was Chief Financial Officer from April 2014 to June 2018. He has returned to this role in October 2018. Since joining Westpac in 1994, Peter has held senior finance positions across the Group, including in Group Finance, Business and Consumer Banking, Business and Technology Services, Treasury and Financial Markets. Peter commenced his career at Deloitte Touche Tohmatsu. He has a Bachelor of Economics from Sydney University and completed the Advanced Management Programme at INSEAD. He is a Fellow of the Institute of Chartered Accountants. David Lees BCom, LLB. Age 48 Acting Chief Financial Officer David acted as the Chief Financial Officer from June 2018 to September 2018. Westpac’s Chief Financial Officer is responsible for Westpac’s Finance, Group Audit, Tax, Treasury and Investor Relations functions. Prior to this appointment, David was Deputy Chief Financial Officer from January 2016 to June 2018. He has returned to this role in October 2018. Since joining Westpac in 1997, David has held other senior roles across the Westpac Group, including General Manager, BT Solutions, where he was responsible for BT Financial Group’s insurance and asset management businesses. David holds a Bachelor of Commerce and Bachelor of Laws from Durban University. Rebecca Lim B Econ, LLB (Hons). Age 46 Group Executive, Compliance, Legal & Secretariat Rebecca was appointed as Westpac’s Group Executive responsible for compliance, legal and secretariat functions globally from October 2016. She was appointed Group General Counsel in November 2011 and was Chief Compliance Officer from 2013 to 2017. Rebecca joined Westpac in 2002 and has held a variety of other senior leadership roles including General Manager, Human Resources for St.George Bank and General Manager, St.George Private Clients. Rebecca began her career at Blake Dawson Waldron (now Ashurst) before joining the US firm Skadden Arps where she worked in both New York and London. Rebecca then moved into an in-house role in investment banking at Goldman Sachs in London before returning to Australia and joining Westpac. Rebecca is Deputy Chair of the GC100 Executive Committee and a member of Chief Executive Women. 38 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 39 Directors’ report Brian Hartzer BA, CFA. Age 51 Managing Director & Chief Executive Officer Brian was appointed Managing Director & Chief Executive Officer in February 2015. Brian joined Westpac as Chief Executive, Australian Financial Services in June 2012 encompassing Westpac Retail & Business Banking, St.George Banking Group and BT Financial Group. Brian is a Director of the Australian Banking Association and was formerly the Chairman until December 2015. Prior to joining Westpac, Brian spent three years in the UK as CEO for Retail, Wealth and Ulster Bank at the Royal Bank of Scotland Group. Prior to that, he spent ten years with Australia and New Zealand Banking Group Limited (ANZ) in Australia in a variety of roles, including his final role as CEO, Australia and Global Segment Lead for Retail and Wealth. Before joining ANZ, Brian spent ten years as a financial services consultant in New York, San Francisco and Melbourne. Brian graduated from Princeton University with a degree in European History and is a Chartered Financial Analyst. Lyn Cobley BEc, SF FIN, GAICD. Age 55 Chief Executive, Westpac Institutional Bank Lyn was appointed Chief Executive, Westpac Institutional Bank in September 2015. She has responsibility for Westpac’s global relationships with corporate, institutional and government clients as well as all products across financial and capital markets, transactional banking, structured finance and working capital payments. In addition, Lyn is responsible for Westpac’s International and Pacific Island businesses. Lyn has over 25 years’ experience in financial services. Prior to joining Westpac, Lyn held a variety of senior positions at the Commonwealth Bank of Australia including serving as Group Treasurer from 2007 to 2013 and most recently as Executive General Manager, Retail Products & Third Party Banking. She also held senior roles at Barclays Capital in Australia and Citibank in Australia and Asia Pacific, and was CEO of Trading Room (a joint venture between Macquarie Bank and Fairfax). Lyn is a Board member of the Australian Financial Markets Association (AFMA), the Banking & Finance Oath and the Westpac Foundation. She is Chairman of Westpac’s Asia Advisory Board and is also a member of Chief Executive Women. Lyn has a Bachelor of Economics from Macquarie University, is a Senior Fellow of the Financial Services Institute of Australia and is a graduate of the Australian Institute of Company Directors. Brad Cooper DipBM, MBA. Age 56 Chief Executive Officer, BT Financial Group Brad was appointed Chief Executive Officer, BT Financial Group in February 2010. Brad initially joined Westpac in April 2007 as Chief Executive, Westpac New Zealand Limited and after successfully leading a change program in that market, moved to the role of Group Chief Transformation Officer, leading the Westpac Group’s St.George merger implementation. Prior to joining Westpac, Brad was Chairman of GE Capital Bank and CEO of GE Consumer Finance UK & Ireland. He drove GE’s UK Six Sigma program and was certified as a Quality Leader (Black Belt) in December 2002. He was promoted to CEO of GE Consumer Finance UK in January 2003 and appointed Chairman of GE Capital Bank in April 2004. Dave Curran BCom. Age 53 Chief Information Officer projects. Dave was appointed Chief Information Officer in September 2014. Dave has almost 30 years of experience with proven expertise in IT and financial services and the implementation of large, complex Since 2015, Dave has been on the Board of the Westpac Bicentennial Foundation, a $100 million scholarship fund with exclusive focus on Australian education and leadership. Before joining Westpac, Dave spent ten years in senior roles at the Commonwealth Bank of Australia (CBA). Before joining CBA, he spent sixteen years at Accenture, where he was a partner, primarily consulting on financial services. Directors’ report George Frazis B Eng (Hons.), MBA (AGSM/Wharton). Age 54 Chief Executive, Consumer Bank George was appointed Chief Executive, Consumer Bank in June 2015, responsible for managing the end to end relationship with consumer customers. This includes all consumer distribution, digital, marketing, transformation and banking products and services under the Westpac, St.George, BankSA, Bank of Melbourne and RAMS brands. Prior to this appointment, he was CEO, St.George Banking Group. George joined the Westpac Group in March 2009 as Chief Executive, Westpac New Zealand Limited. George is highly experienced in the financial services industry. He was formerly Group Executive General Manager at National Australia Bank. Prior to that, George was a senior executive in Commonwealth Bank of Australia’s Institutional Banking Division and has also been a partner with the Boston Consulting Group and an officer in the Royal Australian Air Force. George is a Governor of the St.George Foundation and is Chair of the Prime Minister’s Industry Advisory Committee on Veterans’ Employment. 1 Peter King BEc, FCA. Age 48 Acting Chief Risk Officer Peter acted as the Chief Risk Officer from June 2018 to September 2018. Westpac’s Chief Risk Officer is responsible for key risk management activities across the enterprise. Prior to this appointment, Peter was Chief Financial Officer from April 2014 to June 2018. He has returned to this role in October 2018. Since joining Westpac in 1994, Peter has held senior finance positions across the Group, including in Group Finance, Business and Consumer Banking, Business and Technology Services, Treasury and Financial Markets. Peter commenced his career at Deloitte Touche Tohmatsu. He has a Bachelor of Economics from Sydney University and completed the Advanced Management Programme at INSEAD. He is a Fellow of the Institute of Chartered Accountants. David Lees BCom, LLB. Age 48 Acting Chief Financial Officer David acted as the Chief Financial Officer from June 2018 to September 2018. Westpac’s Chief Financial Officer is responsible for Westpac’s Finance, Group Audit, Tax, Treasury and Investor Relations functions. Prior to this appointment, David was Deputy Chief Financial Officer from January 2016 to June 2018. He has returned to this role in October 2018. Since joining Westpac in 1997, David has held other senior roles across the Westpac Group, including General Manager, BT Solutions, where he was responsible for BT Financial Group’s insurance and asset management businesses. David holds a Bachelor of Commerce and Bachelor of Laws from Durban University. Rebecca Lim B Econ, LLB (Hons). Age 46 Group Executive, Compliance, Legal & Secretariat Rebecca was appointed as Westpac’s Group Executive responsible for compliance, legal and secretariat functions globally from October 2016. She was appointed Group General Counsel in November 2011 and was Chief Compliance Officer from 2013 to 2017. Rebecca joined Westpac in 2002 and has held a variety of other senior leadership roles including General Manager, Human Resources for St.George Bank and General Manager, St.George Private Clients. Rebecca began her career at Blake Dawson Waldron (now Ashurst) before joining the US firm Skadden Arps where she worked in both New York and London. Rebecca then moved into an in-house role in investment banking at Goldman Sachs in London before returning to Australia and joining Westpac. Rebecca is Deputy Chair of the GC100 Executive Committee and a member of Chief Executive Women. 38 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 39 Directors’ report David Lindberg HBA (Hons. Economics). Age 43 Chief Executive, Business Bank David was appointed Chief Executive, Business Bank in June 2015. He manages the Group’s end to end relationships with business customers for the Westpac, St.George, BankSA and Bank of Melbourne brands. The Business Bank provides a wide range of banking and financial products and services to Australia’s small, commercial, corporate and agri businesses. Prior to this appointment, David was Chief Product Officer, responsible for the Group’s retail and business products across all brands, as well as overseeing the Group’s digital activities. Before joining Westpac in 2012, David was Executive General Manager, Cards, Payments & Retail Strategy at the Commonwealth Bank of Australia. David was also formerly Managing Director, Strategy, Marketing & Customer Segmentation at Australia and New Zealand Banking Group Limited and Managing Vice President and Head of Australia for First Manhattan. Carolyn McCann BBus (Com), BA, GradDipAppFin, GAICD. Age 46 Group Executive, Customer & Corporate Relations Carolyn was appointed as Westpac’s Group Executive responsible for customer and corporate relations in June 2018. Carolyn is responsible for the management of the Group’s customer resolution and reporting, in addition to the corporate affairs, communications, government relations and sustainability functions, recognising the importance of setting high service standards and quickly resolving customer issues in managing the Group’s relationship with its customers. Carolyn joined the Westpac Group in 2013, as General Manager, Corporate Affairs & Sustainability, during which time she played an instrumental role in leading the Group’s bicentenary program, including the launch of the $100 million Westpac Bicentennial Foundation. Prior to joining Westpac, Carolyn spent 13 years at Insurance Australia Group in various positions, including Group General Manager, Corporate Affairs & Investor Relations. Carolyn began her career in consulting and has extensive experience in financial services. David McLean LLB (Hons.). Age 60 Chief Executive Officer, Westpac New Zealand Limited David was appointed Chief Executive Officer, Westpac New Zealand Limited in February 2015. Since joining Westpac in February 1999, David has held a number of senior roles, including Head of Debt Capital Markets New Zealand, General Manager, Private, Wealth and Insurance New Zealand and Head of Westpac Institutional Bank New Zealand, and most recently, Managing Director of the Westpac New York branch. Directors’ report Gary Thursby BEc, DipAcc, FCA. Age 56 Group Executive, Strategy & Enterprise Services Gary was appointed Group Executive Strategy & Enterprise Services in October 2016. In addition to leading the Group’s strategy function, his role is designed to support delivery of the Group’s Service Revolution and provide services to support the Group’s operating businesses. Gary’s responsibilities also include banking operations, procurement, property, data and analytics, group strategy and enterprise investments. In addition, Gary oversees the Group’s corporate and business development portfolios. Before joining Westpac in 2008, Gary held a number of senior finance roles at Commonwealth Bank of Australia (CBA) including Deputy CFO and CFO Retail Bank. Gary has over 20 years’ experience in financial services, covering finance, M&A and large scale program delivery. He commenced his career at Deloitte Touche Tohmatsu. Gary has a Bachelor of Economics and a Post Graduate Diploma in Accounting from Flinders University of South Australia and is a Fellow of the Institute of Chartered Accountants. Before joining Westpac, David was Director, Capital Markets at Deutsche Morgan Grenfell from 1994. He also established the New Zealand branch of Deutsche Bank and was New Zealand Resident Branch Manager. In 1988, David joined Southpac/National Bank as a Capital Markets Executive. Prior to this, David worked as a lawyer in private practice and also served as in 1985. house counsel for NatWest NZ from ‐ Christine Parker BGDipBus (HRM). Age 58 Group Executive, Human Resources Christine was appointed to Westpac Group’s Executive Team in October 2011. As Group Executive, Human Resources, Christine leads the HR function and is responsible for key HR activities across the Group, including attracting and retaining staff, training and development, reward and recognition and health, safety and wellbeing. Christine also oversees the Group’s Customer Advocate function and supports the CEO and Board on culture and conduct. Prior to June 2018, Christine also had responsibility for Corporate Affairs and Sustainability. Since joining Westpac in 2007, Christine has held a variety of senior leadership roles including Group General Manager, Human Resources and General Manager, Human Resources for Westpac New Zealand Limited. Before joining Westpac, Christine held senior HR roles in a number of high profile organisations and across a range of industries, including Carter Holt Harvey and Restaurant Brands New Zealand. Christine was previously a Director of Women’s Community Shelters and is a current member of the Chief Executive Women, Governor of the St.George Foundation and member of the Veterans’ Employment Industry Advisory Committee. 40 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 41 Directors’ report Gary Thursby BEc, DipAcc, FCA. Age 56 Group Executive, Strategy & Enterprise Services Gary was appointed Group Executive Strategy & Enterprise Services in October 2016. In addition to leading the Group’s strategy function, his role is designed to support delivery of the Group’s Service Revolution and provide services to support the Group’s operating businesses. Gary’s responsibilities also include banking operations, procurement, property, data and analytics, group strategy and enterprise investments. In addition, Gary oversees the Group’s corporate and business development portfolios. Before joining Westpac in 2008, Gary held a number of senior finance roles at Commonwealth Bank of Australia (CBA) including Deputy CFO and CFO Retail Bank. Gary has over 20 years’ experience in financial services, covering finance, M&A and large scale program delivery. He commenced his career at Deloitte Touche Tohmatsu. Gary has a Bachelor of Economics and a Post Graduate Diploma in Accounting from Flinders University of South Australia and is a Fellow of the Institute of Chartered Accountants. 1 Directors’ report David Lindberg HBA (Hons. Economics). Age 43 Chief Executive, Business Bank David was appointed Chief Executive, Business Bank in June 2015. He manages the Group’s end to end relationships with business customers for the Westpac, St.George, BankSA and Bank of Melbourne brands. The Business Bank provides a wide range of banking and financial products and services to Australia’s small, commercial, corporate and agri businesses. Prior to this appointment, David was Chief Product Officer, responsible for the Group’s retail and business products across all brands, as well as overseeing the Group’s digital activities. Before joining Westpac in 2012, David was Executive General Manager, Cards, Payments & Retail Strategy at the Commonwealth Bank of Australia. David was also formerly Managing Director, Strategy, Marketing & Customer Segmentation at Australia and New Zealand Banking Group Limited and Managing Vice President and Head of Australia for First Manhattan. Carolyn McCann BBus (Com), BA, GradDipAppFin, GAICD. Age 46 Group Executive, Customer & Corporate Relations Carolyn was appointed as Westpac’s Group Executive responsible for customer and corporate relations in June 2018. Carolyn is responsible for the management of the Group’s customer resolution and reporting, in addition to the corporate affairs, communications, government relations and sustainability functions, recognising the importance of setting high service standards and quickly resolving customer issues in managing the Group’s relationship with its customers. Carolyn joined the Westpac Group in 2013, as General Manager, Corporate Affairs & Sustainability, during which time she played an instrumental role in leading the Group’s bicentenary program, including the launch of the $100 million Westpac Bicentennial Foundation. Prior to joining Westpac, Carolyn spent 13 years at Insurance Australia Group in various positions, including Group General Manager, Corporate Affairs & Investor Relations. Carolyn began her career in consulting and has extensive experience in financial services. David McLean LLB (Hons.). Age 60 Chief Executive Officer, Westpac New Zealand Limited David was appointed Chief Executive Officer, Westpac New Zealand Limited in February 2015. Since joining Westpac in February 1999, David has held a number of senior roles, including Head of Debt Capital Markets New Zealand, General Manager, Private, Wealth and Insurance New Zealand and Head of Westpac Institutional Bank New Zealand, and most recently, Managing Director of the Westpac New York branch. 1985. Before joining Westpac, David was Director, Capital Markets at Deutsche Morgan Grenfell from 1994. He also established the New Zealand branch of Deutsche Bank and was New Zealand Resident Branch Manager. In 1988, David joined Southpac/National Bank as a Capital Markets Executive. Prior to this, David worked as a lawyer in private practice and also served as in house counsel for NatWest NZ from Christine Parker BGDipBus (HRM). Age 58 Group Executive, Human Resources ‐ Christine was appointed to Westpac Group’s Executive Team in October 2011. As Group Executive, Human Resources, Christine leads the HR function and is responsible for key HR activities across the Group, including attracting and retaining staff, training and development, reward and recognition and health, safety and wellbeing. Christine also oversees the Group’s Customer Advocate function and supports the CEO and Board on culture and conduct. Prior to June 2018, Christine also had responsibility for Corporate Affairs and Sustainability. Since joining Westpac in 2007, Christine has held a variety of senior leadership roles including Group General Manager, Human Resources and General Manager, Human Resources for Westpac New Zealand Limited. Before joining Westpac, Christine held senior HR roles in a number of high profile organisations and across a range of industries, including Carter Holt Harvey and Restaurant Brands New Zealand. Christine was previously a Director of Women’s Community Shelters and is a current member of the Chief Executive Women, Governor of the St.George Foundation and member of the Veterans’ Employment Industry Advisory Committee. 40 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 41 Directors’ report  ongoing regulatory changes and developments, which have included changes relating to competition, capital, financial services (including the provision of additional powers to regulators), taxation, accounting standards, executive accountability and other regulatory requirements. For a discussion of these matters, please refer to ‘Significant developments’ in Section 1 under ‘Information on Westpac’. The Directors are not aware of any other matter or circumstance that has occurred since the end of the financial year that has significantly affected or may significantly affect the operations of the Group, the results of these operations or the state of affairs of the Group in subsequent financial years. e) Business strategies, developments and expected results Our business strategies, prospects and likely major developments in the Group’s operations in future financial years and the expected results of those operations are discussed in Section 1 of the Annual Report under ‘Information on Westpac’, including under ‘Outlook’ and ‘Significant developments’. Further information on our business strategies and prospects for future financial years and likely developments in our operations and the expected results of operations have not been included in this report because the Directors believe it would be likely to result in unreasonable prejudice to us. 4. Directors’ interests a) Directors’ interests in securities The following particulars for each Director are set out in the Remuneration Report in Section 10 of the Directors’ report for the year ended 30 September 2018 and in the tables below: their relevant interests in our shares or the shares of any of our related bodies corporate; their relevant interests in debentures of, or interests in, any registered managed investment scheme made available by us or any of our related bodies corporate; their rights or options over shares in, debentures of, or interests in, any registered managed investment scheme made available by us or any of our related bodies corporate; and to which the Director is a party or under which they are entitled to a benefit; and that confer a right to call for or deliver shares in, debentures of, or interests in, any registered managed investment scheme made available by us or any of our related bodies corporate.     any contracts: – – Directors’ report 3. Report on the business Principal activities a) The principal activities of the Group during the financial year ended 30 September 2018 were the provision of financial services including lending, deposit taking, payments services, investment portfolio management and advice, superannuation and funds management, insurance services, leasing finance, general finance, interest rate risk management and foreign exchange services. There have been no significant changes in the nature of the principal activities of the Group during 2018. Operating and financial review b) The net profit attributable to owners of Westpac Banking Corporation for the year ended 30 September 2018 was $8,095 million, an increase of $105 million or 1% compared to 2017. Key features of this result were:  a 2% increase in net operating income before operating expenses and impairment charges with: – – net interest income of $16,505 million, an increase of $989 million or 6% compared to 2017, with total loan growth of 4% and a 7 basis point increase in net interest margin to 2.13%; and non-interest income of $5,628 million, a decrease of $658 million or 10% compared to 2017, primarily due to a decrease in trading income of $257 million, the non-repeat of a large gain of $279 million on disposal of an associate in 2017 (BTIM), an impairment loss of $104 million on the Pendal (formerly BTIM) investment in 2018, and additional provisions for estimated customer refunds and payments recorded as negative income. These items were partly offset by income related to the exit of the Hastings business ($135 million);   operating expenses were $9,692 million, an increase of $258 million or 3% compared to 2017. The rise in operating expenses included annual salary increases and higher technology expenses related to the Group’s investment program, an increase in regulatory and compliance costs and costs associated with the exit of the Hastings business. These increases were partly offset by productivity benefits and lower amortisation of intangibles; and impairment charges were $710 million, a decrease of $143 million or 17% compared to 2017. Asset quality remained sound, with stressed exposures as a percentage of total committed exposures at 1.08%, up 3 basis points over the year. The decrease in impairment charges was primarily due to reduced individual provisions on larger facilities. A review of the operations of the Group and its divisions and their results for the financial year ended 30 September 2018 is set out in Section 2 of the Annual Report under the sections ‘Review of Group operations’, ‘Divisional performance’ and ‘Risk and risk management’, which form part of this report. Further information about our financial position and financial results is included in the financial statements in Section 3 of this Annual Report, which form part of this report. Dividends c) Since 30 September 2018, Westpac has announced a final ordinary dividend of 94 cents per Westpac ordinary share, totalling approximately $3,229 million for the year ended 30 September 2018 (2017 final ordinary dividend of 94 cents per Westpac ordinary share, totalling $3,191 million). The dividend will be fully franked and will be paid on 20 December 2018. An interim ordinary dividend for the current financial year of 94 cents per Westpac ordinary share for the half year ended 31 March 2018, totalling $3,218 million, was paid as a fully franked dividend on 4 July 2018 (2017 interim ordinary dividend of 94 cents per Westpac ordinary share, totalling $3,156 million). The payment comprised direct cash disbursements of $2,897 million with $321 million being reinvested by participants through the DRP. Further, in respect of the year ended 30 September 2017, a fully franked final dividend of 94 cents per ordinary share totalling $3,191 million was paid on 22 December 2017. The payment comprised direct cash disbursements of $2,881 million with $310 million being reinvested by participants through the DRP. New shares were issued to satisfy the DRP for each of the 2017 final ordinary dividend and the 2018 interim ordinary dividend. Significant changes in state of affairs and events during and since the end of the 2018 financial year d) Significant changes in the state of affairs of the Group were:    42 increased public scrutiny of financial institutions (including Westpac) and regulators from the Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry, with Westpac participating in the Royal Commission to date, and in the course of that participation, providing the Royal Commission with documents, witness statements and submissions; the issuance of A$1.69 billion AT1 securities, known as Westpac Capital Notes 5, which qualify as Additional Tier 1 capital under APRA’s capital adequacy framework; the buy back and cancellation of $623 million of Westpac convertible preference shares and the conversion of $566 million of Westpac convertible preference shares into ordinary Westpac shares; and 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 43 Directors’ report 3. Report on the business a) Principal activities services. b) Operating and financial review The principal activities of the Group during the financial year ended 30 September 2018 were the provision of financial services including lending, deposit taking, payments services, investment portfolio management and advice, superannuation and funds management, insurance services, leasing finance, general finance, interest rate risk management and foreign exchange There have been no significant changes in the nature of the principal activities of the Group during 2018. The net profit attributable to owners of Westpac Banking Corporation for the year ended 30 September 2018 was $8,095 million, an increase of $105 million or 1% compared to 2017. Key features of this result were:  a 2% increase in net operating income before operating expenses and impairment charges with: – –   net interest income of $16,505 million, an increase of $989 million or 6% compared to 2017, with total loan growth of 4% and a 7 basis point increase in net interest margin to 2.13%; and non-interest income of $5,628 million, a decrease of $658 million or 10% compared to 2017, primarily due to a decrease in trading income of $257 million, the non-repeat of a large gain of $279 million on disposal of an associate in 2017 (BTIM), an impairment loss of $104 million on the Pendal (formerly BTIM) investment in 2018, and additional provisions for estimated customer refunds and payments recorded as negative income. These items were partly offset by income related to the exit of the Hastings business ($135 million); operating expenses were $9,692 million, an increase of $258 million or 3% compared to 2017. The rise in operating expenses included annual salary increases and higher technology expenses related to the Group’s investment program, an increase in regulatory and compliance costs and costs associated with the exit of the Hastings business. These increases were partly offset by productivity benefits and lower amortisation of intangibles; and impairment charges were $710 million, a decrease of $143 million or 17% compared to 2017. Asset quality remained sound, with stressed exposures as a percentage of total committed exposures at 1.08%, up 3 basis points over the year. The decrease in impairment charges was primarily due to reduced individual provisions on larger facilities. Annual Report, which form part of this report. c) Dividends Since 30 September 2018, Westpac has announced a final ordinary dividend of 94 cents per Westpac ordinary share, totalling approximately $3,229 million for the year ended 30 September 2018 (2017 final ordinary dividend of 94 cents per Westpac ordinary share, totalling $3,191 million). The dividend will be fully franked and will be paid on 20 December 2018. An interim ordinary dividend for the current financial year of 94 cents per Westpac ordinary share for the half year ended 31 March 2018, totalling $3,218 million, was paid as a fully franked dividend on 4 July 2018 (2017 interim ordinary dividend of 94 cents per Westpac ordinary share, totalling $3,156 million). The payment comprised direct cash disbursements of $2,897 million with $321 million being reinvested by participants through the DRP. Further, in respect of the year ended 30 September 2017, a fully franked final dividend of 94 cents per ordinary share totalling $3,191 million was paid on 22 December 2017. The payment comprised direct cash disbursements of $2,881 million with $310 million being reinvested by participants through the DRP. New shares were issued to satisfy the DRP for each of the 2017 final ordinary dividend and the 2018 interim ordinary dividend. d) Significant changes in state of affairs and events during and since the end of the 2018 financial year Significant changes in the state of affairs of the Group were: increased public scrutiny of financial institutions (including Westpac) and regulators from the Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry, with Westpac participating in the Royal Commission to date, and in the course of that participation, providing the Royal Commission with documents, witness statements and submissions; the issuance of A$1.69 billion AT1 securities, known as Westpac Capital Notes 5, which qualify as Additional Tier 1 capital under APRA’s capital adequacy framework; the buy back and cancellation of $623 million of Westpac convertible preference shares and the conversion of $566 million of Westpac convertible preference shares into ordinary Westpac shares; and    42 Directors’ report  ongoing regulatory changes and developments, which have included changes relating to competition, capital, financial services (including the provision of additional powers to regulators), taxation, accounting standards, executive accountability and other regulatory requirements. For a discussion of these matters, please refer to ‘Significant developments’ in Section 1 under ‘Information on Westpac’. 1 The Directors are not aware of any other matter or circumstance that has occurred since the end of the financial year that has significantly affected or may significantly affect the operations of the Group, the results of these operations or the state of affairs of the Group in subsequent financial years. Business strategies, developments and expected results e) Our business strategies, prospects and likely major developments in the Group’s operations in future financial years and the expected results of those operations are discussed in Section 1 of the Annual Report under ‘Information on Westpac’, including under ‘Outlook’ and ‘Significant developments’. Further information on our business strategies and prospects for future financial years and likely developments in our operations and the expected results of operations have not been included in this report because the Directors believe it would be likely to result in unreasonable prejudice to us. 4. Directors’ interests Directors’ interests in securities a) The following particulars for each Director are set out in the Remuneration Report in Section 10 of the Directors’ report for the year ended 30 September 2018 and in the tables below:     their relevant interests in our shares or the shares of any of our related bodies corporate; their relevant interests in debentures of, or interests in, any registered managed investment scheme made available by us or any of our related bodies corporate; their rights or options over shares in, debentures of, or interests in, any registered managed investment scheme made available by us or any of our related bodies corporate; and any contracts: A review of the operations of the Group and its divisions and their results for the financial year ended 30 September 2018 is set out in Section 2 of the Annual Report under the sections ‘Review of Group operations’, ‘Divisional performance’ and ‘Risk and risk management’, which form part of this report. – – Further information about our financial position and financial results is included in the financial statements in Section 3 of this to which the Director is a party or under which they are entitled to a benefit; and that confer a right to call for or deliver shares in, debentures of, or interests in, any registered managed investment scheme made available by us or any of our related bodies corporate. 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 43 Directors’ report Directors’ report Directors’ interests in Westpac and related bodies corporate as at 5 November 2018 b) Indemnities and insurance Number of Relevant Interests in Westpac Ordinary Shares Number of Westpac Share Rights Westpac Banking Corporation Current Directors Lindsay Maxsted Brian Hartzer Nerida Caesar Ewen Crouch Alison Deans Craig Dunn Anita Fung Peter Hawkins Peter Marriott Peter Nash Former Directors Robert Elstone 22,017 109,611 1 9,985 78,450 3 14,392 8,869 - 15,880 4 20,870 8,020 12,096 5 - 613,341 2 - - - - - - - - - 1 Brian Hartzer’s interest in Westpac ordinary shares includes 23,692 restricted shares held under the CEO Restricted Share Plan. 2 Share rights issued under the CEO Long Term Incentive Plan and Long Term Incentive Plan. 3 Ewen Crouch and his related bodies corporate also hold relevant interests in 250 Westpac Capital Notes 2. 4 Peter Hawkins and his related bodies corporate also hold relevant interests in 850 Westpac Capital Notes 3, 882 Westpac Capital Notes 4 and 1,370 Westpac Capital Notes 5. Figure displayed is as at Robert Elstone’s retirement date of 8 December 2017. 5 Note: Certain subsidiaries of Westpac offer a range of registered schemes. The Directors from time to time invest in these schemes and are required to provide a statement to the ASX when any of their interests in these schemes change. ASIC has exempted each Director from the obligation to notify the ASX of a relevant interest in a security that is an interest in BT Cash Management Trust (ARSN 087 531 539), BT Premium Cash Fund (ARSN 089 299 730), Westpac Cash Management Trust (ARSN 088 187 928), BT Wholesale Managed Cash Fund (ARSN 088 832 491), BT Wholesale Enhanced Cash Fund (ARSN 088 863 469), Advance Cash Multi-Blend Fund (ARSN 094 113 050) or BT Cash (ARSN 164 257 854). this indemnity. Constitution.    Under the Westpac Constitution, unless prohibited by statute, we indemnify each of the Directors and Company Secretaries of Westpac and of each of our related bodies corporate (except related bodies corporate listed on a recognised stock exchange), each employee of Westpac or our subsidiaries (except subsidiaries listed on a recognised stock exchange), and each person acting as a responsible manager under an Australian Financial Services Licence of any of Westpac’s wholly-owned subsidiaries against every liability (other than a liability for legal costs) incurred by each such person in their capacity as director, company secretary, employee or responsible manager, as the case may be; and all legal costs incurred in defending or resisting (or otherwise in connection with) proceedings, whether civil or criminal or of an administrative or investigatory nature, in which the person becomes involved because of that capacity. Each of the Directors named in this Directors’ report and each of the Company Secretaries of Westpac has the benefit of Consistent with shareholder approval at the 2000 Annual General Meeting, Westpac has entered into a Deed of Access and Indemnity with each of the Directors, which includes indemnification in identical terms to that provided in the Westpac Westpac also executed a deed poll in September 2009 providing indemnification equivalent to that provided under the Westpac Constitution to individuals acting as: statutory officers (other than as a director) of Westpac; directors and other statutory officers of wholly-owned subsidiaries of Westpac; and directors and statutory officers of other nominated companies as approved by Westpac in accordance with the terms of the deed poll and Westpac’s Contractual Indemnity Policy. Some employees of Westpac’s related bodies corporate and responsible managers of Westpac and its related bodies corporate are also currently covered by a deed poll that was executed in November 2004, which is in similar terms to the September 2009 deed poll. The Westpac Constitution also permits us, to the extent permitted by law, to pay or agree to pay premiums for contracts insuring any person who is or has been a Director or Company Secretary of Westpac or any of its related bodies corporate against liability incurred by that person in that capacity, including a liability for legal costs, unless:  we are forbidden by statute to pay or agree to pay the premium; or  the contract would, if we paid the premium, be made void by statute. Under the September 2009 deed poll, Westpac also agrees to provide directors’ and officers’ insurance to Directors of Westpac and Directors of Westpac’s wholly-owned subsidiaries. For the year ended 30 September 2018, the Group has insurance cover which, in certain circumstances, will provide reimbursement for amounts which we have to pay under the indemnities set out above. That cover is subject to the terms and conditions of the relevant insurance, including but not limited to the limit of indemnity provided by the insurance. The insurance policies prohibit disclosure of the premium payable and the nature of the liabilities covered. c) Share rights outstanding As at the date of this report there are 4,632,271 share rights outstanding in relation to Westpac ordinary shares. The latest dates for exercise of the share rights range between 1 October 2019 and 1 October 2033. Holders of outstanding share rights in relation to Westpac ordinary shares do not have any rights under the share rights to participate in any share issue or interest of Westpac or any other body corporate. d) Proceedings on behalf of Westpac section 237 of the Corporations Act. No application has been made and no proceedings have been brought or intervened in, on behalf of Westpac under 44 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 45 Directors’ report Directors’ interests in Westpac and related bodies corporate as at 5 November 2018 Number of Relevant Interests in Westpac Ordinary Shares Number of Westpac Share Rights Westpac Banking Corporation Current Directors Lindsay Maxsted Brian Hartzer Nerida Caesar Ewen Crouch Alison Deans Craig Dunn Anita Fung Peter Hawkins Peter Marriott Peter Nash Former Directors Robert Elstone 22,017 109,611 1 9,985 78,450 3 14,392 8,869 - 15,880 4 20,870 8,020 12,096 5 613,341 2 - - - - - - - - - - 1 Brian Hartzer’s interest in Westpac ordinary shares includes 23,692 restricted shares held under the CEO Restricted Share Plan. 2 Share rights issued under the CEO Long Term Incentive Plan and Long Term Incentive Plan. 3 Ewen Crouch and his related bodies corporate also hold relevant interests in 250 Westpac Capital Notes 2. 4 Peter Hawkins and his related bodies corporate also hold relevant interests in 850 Westpac Capital Notes 3, 882 Westpac Capital Notes 4 and 1,370 Westpac Capital Notes 5. 5 Figure displayed is as at Robert Elstone’s retirement date of 8 December 2017. Note: Certain subsidiaries of Westpac offer a range of registered schemes. The Directors from time to time invest in these schemes and are required to provide a statement to the ASX when any of their interests in these schemes change. ASIC has exempted each Director from the obligation to notify the ASX of a relevant interest in a security that is an interest in BT Cash Management Trust (ARSN 087 531 539), BT Premium Cash Fund (ARSN 089 299 730), Westpac Cash Management Trust (ARSN 088 187 928), BT Wholesale Managed Cash Fund (ARSN 088 832 491), BT Wholesale Enhanced Cash Fund (ARSN 088 863 469), Advance Cash Multi-Blend Fund (ARSN 094 113 050) or BT Cash (ARSN 164 257 854). Directors’ report Indemnities and insurance b) Under the Westpac Constitution, unless prohibited by statute, we indemnify each of the Directors and Company Secretaries of Westpac and of each of our related bodies corporate (except related bodies corporate listed on a recognised stock exchange), each employee of Westpac or our subsidiaries (except subsidiaries listed on a recognised stock exchange), and each person acting as a responsible manager under an Australian Financial Services Licence of any of Westpac’s wholly-owned subsidiaries against every liability (other than a liability for legal costs) incurred by each such person in their capacity as director, company secretary, employee or responsible manager, as the case may be; and all legal costs incurred in defending or resisting (or otherwise in connection with) proceedings, whether civil or criminal or of an administrative or investigatory nature, in which the person becomes involved because of that capacity. 1 Each of the Directors named in this Directors’ report and each of the Company Secretaries of Westpac has the benefit of this indemnity. Consistent with shareholder approval at the 2000 Annual General Meeting, Westpac has entered into a Deed of Access and Indemnity with each of the Directors, which includes indemnification in identical terms to that provided in the Westpac Constitution. Westpac also executed a deed poll in September 2009 providing indemnification equivalent to that provided under the Westpac Constitution to individuals acting as:    statutory officers (other than as a director) of Westpac; directors and other statutory officers of wholly-owned subsidiaries of Westpac; and directors and statutory officers of other nominated companies as approved by Westpac in accordance with the terms of the deed poll and Westpac’s Contractual Indemnity Policy. Some employees of Westpac’s related bodies corporate and responsible managers of Westpac and its related bodies corporate are also currently covered by a deed poll that was executed in November 2004, which is in similar terms to the September 2009 deed poll. The Westpac Constitution also permits us, to the extent permitted by law, to pay or agree to pay premiums for contracts insuring any person who is or has been a Director or Company Secretary of Westpac or any of its related bodies corporate against liability incurred by that person in that capacity, including a liability for legal costs, unless:  we are forbidden by statute to pay or agree to pay the premium; or  the contract would, if we paid the premium, be made void by statute. Under the September 2009 deed poll, Westpac also agrees to provide directors’ and officers’ insurance to Directors of Westpac and Directors of Westpac’s wholly-owned subsidiaries. For the year ended 30 September 2018, the Group has insurance cover which, in certain circumstances, will provide reimbursement for amounts which we have to pay under the indemnities set out above. That cover is subject to the terms and conditions of the relevant insurance, including but not limited to the limit of indemnity provided by the insurance. The insurance policies prohibit disclosure of the premium payable and the nature of the liabilities covered. Share rights outstanding c) As at the date of this report there are 4,632,271 share rights outstanding in relation to Westpac ordinary shares. The latest dates for exercise of the share rights range between 1 October 2019 and 1 October 2033. Holders of outstanding share rights in relation to Westpac ordinary shares do not have any rights under the share rights to participate in any share issue or interest of Westpac or any other body corporate. Proceedings on behalf of Westpac d) No application has been made and no proceedings have been brought or intervened in, on behalf of Westpac under section 237 of the Corporations Act. 44 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 45 Directors’ report Directors’ report 5. Environmental disclosure 6. Human rights supply chain disclosure 9. Directors’ meetings As part of our 2018 Sustainability Strategy, we have set targets for our environmental performance. The Westpac Group’s environmental framework starts with ‘Our Principles for Doing Business’, which outline our broad environmental principles. This framework includes: Westpac’s overall approach to human rights is set out in our Westpac Group Human Rights Position Statement, and this references our Responsible Sourcing Code of Conduct as the primary framework for managing human rights in our supply chain. Each Director attended the following meetings of the Board and Committees of the Board during the financial year ended Notes Board Audit Committee Committee Risk & Compliance Nominations Committee Remuneration Committee Technology Committee The Group is subject to the United Kingdom’s Transparency in Supply Chains provisions under the Modern Slavery Act 2015, which came into effect in March 2015. Westpac releases an annual statement each year for the period ended 30 September to disclose the steps taken during the year to help prevent modern slavery from occurring within the Group’s operations and supply chain. 7. Rounding of amounts Westpac is an entity to which ASIC Corporations Instrument 2016/191 dated 24 March 2016, relating to the rounding of amounts in directors’ reports and financial reports, applies. Pursuant to this Instrument, amounts in this Directors’ report and the accompanying financial report have been rounded to the nearest million dollars, unless indicated to the contrary. 8. Political expenditure In line with Westpac policy, no cash donations were made to political parties during the financial year ended 30 September 2018. In Australia, political expenditure for the financial year ended 30 September 2018 was $189,195. This relates to payment for participation in legitimate political activities where they were assessed to be of direct business relevance to Westpac. Such activities include business observer programs attached to annual party conferences, policy dialogue forums and other political functions, such as speeches and events with industry participants. In New Zealand, political expenditure for the financial year ended 30 September 2018 was NZD$19,150.     our Westpac Group Environment Policy, which has been in place since 1992; our Sustainability Risk Management Framework; our Responsible Sourcing Code of Conduct; and public reporting of our environmental performance. We also participate in a number of voluntary initiatives including the Dow Jones Sustainability Index (#17 in global banking group), CDP1, the Equator Principles, the Principles for Responsible Investment, the United Nations Global Compact and the Banking Environment Initiative’s Soft Commodities Compact. The National Greenhouse and Energy Reporting Act 2007 (Cth) (National Greenhouse Act) came into effect in July 2008. The Group reports on greenhouse gas emissions, energy consumption and production under the National Greenhouse Act for the period 1 July through 30 June each year. The Group was previously subject to the reporting requirements of the Energy Efficiency Opportunities Act 2006 (Cth) (EEO Act). The Commonwealth Government repealed the EEO Act, effective from 29 June 2014. Accordingly, all obligations and activities under the EEO Program, including reporting requirements, have ceased. Our operations are not subject to any other significant environmental regulation under any law of the Commonwealth of Australia or of any state or territory of Australia. We may, however, become subject to environmental regulation as a result of our lending activities in the ordinary course of business and we have policies in place to ensure that this potential risk is addressed as part of our normal processes. We have not incurred any liability (including for rectification costs) under any environmental legislation. Further details on our environmental performance, including information on our climate change approach, details of our emissions profile and environmental footprint, and progress against our environmental targets and carbon neutral program are available on our website at www.westpac.com.au/sustainability. 30 September 2018: Number of meetings held during the year Director Lindsay Maxsted Brian Hartzer Nerida Caesar Ewen Crouch Alison Deans Craig Dunn Robert Elstone Peter Hawkins Peter Marriott 1 2 3 4 5 6 7 8 9 Peter Nash 10 A 10 10 10 10 10 10 2 10 10 7 B 10 10 10 911 10 10 2 10 10 7 A 4 - - - - - 1 4 4 3 B 4 - - - - - 1 4 4 3 A 4 - 4 4 4 4 1 4 4 3 B 4 - 4 4 4 4 1 4 4 3 A 4 - - 4 3 4 - 1 4 - B 4 - - 4 3 4 - 1 4 - A B - - - 5 4 5 1 - - - - - - 5 4 5 1 - - - A - 4 4 - 4 - - 4 4 - B - 4 4 - 4 - - 3 4 - This table shows membership of standing Committees of the Board. From time to time the Board may form other committees or request Directors to undertake specific extra duties. A - Meetings eligible to attend as a member B - Meetings attended as a member Unless otherwise stated, each Director has been a member, or the Chairman, of the relevant Committee for the whole of the period from 1 October 2017. 1 Chairman of the Board Nominations Committee. Member of the Board Audit Committee and the Board Risk & Compliance Committee. 2 Member of the Board Technology Committee. 3 Member of the Board Risk & Compliance Committee and Board Technology Committee. 4 Chairman of the Board Risk & Compliance Committee. Member of the Board Nominations Committee and the Board Remuneration Committee. 5 Chairman of the Board Technology Committee from 8 December 2017. Member of the Board Technology Committee until 8 December 2017. Member of the Board Risk & Compliance Committee, and from 8 December 2017, a member of each of Board Nominations Committee and Board Remuneration Committee. 6 Chairman of the Board Remuneration Committee. Member of the Board Risk & Compliance Committee and the Board Nominations Committee. 7 Robert Elstone retired from the Board and its Committees on 8 December 2017. 8 Chairman of the Board Technology Committee and a member of the Board Nominations Committee until 8 December 2017. Member of the Board Audit Committee, the Board Risk & Compliance Committee, and from 8 December 2017, a member of the Board Technology Committee. 9 Chairman of the Board Audit Committee. Member of the Board Risk & Compliance Committee, the Board Technology Committee and the Board Nominations Committee. 10 Peter Nash was appointed as a Director and member of the Board Audit Committee and Board Risk & Compliance Committee on 7 March 2018. In addition to 8 scheduled Board meetings, there were 2 additional special purpose Board meetings convened during the year. Mr Crouch was unable to attend one of these special purpose Board meetings and the meeting material was reviewed and discussed with the Chairman, and his 11 views were subsequently conveyed by the Chairman to the other Directors at the meeting. 1 Formerly known as the Carbon Disclosure Project. 46 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 47 Directors’ report Directors’ report 5. Environmental disclosure 6. Human rights supply chain disclosure 9. Directors’ meetings As part of our 2018 Sustainability Strategy, we have set Westpac’s overall approach to human rights is set out in our targets for our environmental performance. The Westpac Westpac Group Human Rights Position Statement, and this Group’s environmental framework starts with ‘Our Principles references our Responsible Sourcing Code of Conduct as for Doing Business’, which outline our broad environmental the primary framework for managing human rights in our principles. This framework includes: supply chain. our Westpac Group Environment Policy, which has The Group is subject to the United Kingdom’s Transparency in Supply Chains provisions under the Modern Slavery Act 2015, which came into effect in March 2015. Westpac releases an annual statement each year for the period ended 30 September to disclose the steps taken during the year to help prevent modern slavery from occurring within the Group’s operations and supply chain. 7. Rounding of amounts Westpac is an entity to which ASIC Corporations Instrument 2016/191 dated 24 March 2016, relating to the rounding of amounts in directors’ reports and financial reports, applies. Pursuant to this Instrument, amounts in this Directors’ report and the accompanying financial report have been rounded to the nearest million dollars, unless indicated to the contrary. 8. Political expenditure In line with Westpac policy, no cash donations were made to political parties during the financial year ended 30 September 2018. In Australia, political expenditure for the financial year ended 30 September 2018 was $189,195. This relates to payment for participation in legitimate political activities where they were assessed to be of direct business relevance to Westpac. Such activities include business observer programs attached to annual party conferences, policy dialogue forums and other political functions, such as speeches and events with industry participants. In New Zealand, political expenditure for the financial year ended 30 September 2018 was NZD$19,150.     been in place since 1992; our Sustainability Risk Management Framework; our Responsible Sourcing Code of Conduct; and public reporting of our environmental performance. We also participate in a number of voluntary initiatives including the Dow Jones Sustainability Index (#17 in global banking group), CDP1, the Equator Principles, the Principles for Responsible Investment, the United Nations Global Compact and the Banking Environment Initiative’s Soft Commodities Compact. The National Greenhouse and Energy Reporting Act 2007 (Cth) (National Greenhouse Act) came into effect in July 2008. The Group reports on greenhouse gas emissions, energy consumption and production under the National Greenhouse Act for the period 1 July through 30 June each year. The Group was previously subject to the reporting requirements of the Energy Efficiency Opportunities Act 2006 (Cth) (EEO Act). The Commonwealth Government repealed the EEO Act, effective from 29 June 2014. Accordingly, all obligations and activities under the EEO Program, including reporting requirements, have ceased. Our operations are not subject to any other significant environmental regulation under any law of the Commonwealth of Australia or of any state or territory of Australia. We may, however, become subject to environmental regulation as a result of our lending activities in the ordinary course of business and we have policies in place to ensure that this potential risk is addressed as part of our normal processes. We have not incurred any liability (including for rectification costs) under any environmental legislation. Further details on our environmental performance, including information on our climate change approach, details of our emissions profile and environmental footprint, and progress against our environmental targets and carbon neutral program are available on our website at www.westpac.com.au/sustainability. Each Director attended the following meetings of the Board and Committees of the Board during the financial year ended 30 September 2018: 1 Notes Board Audit Committee Risk & Compliance Committee Nominations Committee Remuneration Committee Technology Committee Number of meetings held during the year Director Lindsay Maxsted Brian Hartzer Nerida Caesar Ewen Crouch Alison Deans Craig Dunn Robert Elstone Peter Hawkins Peter Marriott 1 2 3 4 5 6 7 8 9 Peter Nash 10 A 10 10 10 10 10 10 2 10 10 7 B 10 10 10 911 10 10 2 10 10 7 A 4 - - - - - 1 4 4 3 B 4 - - - - - 1 4 4 3 A 4 - 4 4 4 4 1 4 4 3 B 4 - 4 4 4 4 1 4 4 3 A 4 - - 4 3 4 - 1 4 - B 4 - - 4 3 4 - 1 4 - A B - - - 5 4 5 1 - - - - - - 5 4 5 1 - - - A - 4 4 - 4 - - 4 4 - B - 4 4 - 4 - - 3 4 - This table shows membership of standing Committees of the Board. From time to time the Board may form other committees or request Directors to undertake specific extra duties. A - Meetings eligible to attend as a member B - Meetings attended as a member Unless otherwise stated, each Director has been a member, or the Chairman, of the relevant Committee for the whole of the period from 1 October 2017. 1 Chairman of the Board Nominations Committee. Member of the Board Audit Committee and the Board Risk & Compliance Committee. 2 Member of the Board Technology Committee. 3 Member of the Board Risk & Compliance Committee and Board Technology Committee. 4 Chairman of the Board Risk & Compliance Committee. Member of the Board Nominations Committee and the Board Remuneration Committee. 5 Chairman of the Board Technology Committee from 8 December 2017. Member of the Board Technology Committee until 8 December 2017. Member of the Board Risk & Compliance Committee, and from 8 December 2017, a member of each of Board Nominations Committee and Board Remuneration Committee. 6 Chairman of the Board Remuneration Committee. Member of the Board Risk & Compliance Committee and the Board Nominations Committee. 7 Robert Elstone retired from the Board and its Committees on 8 December 2017. 8 Chairman of the Board Technology Committee and a member of the Board Nominations Committee until 8 December 2017. Member of the Board Audit Committee, the Board Risk & Compliance Committee, and from 8 December 2017, a member of the Board Technology Committee. 9 Chairman of the Board Audit Committee. Member of the Board Risk & Compliance Committee, the Board Technology Committee and the Board Nominations Committee. 10 Peter Nash was appointed as a Director and member of the Board Audit Committee and Board Risk & Compliance Committee on 7 March 2018. 11 In addition to 8 scheduled Board meetings, there were 2 additional special purpose Board meetings convened during the year. Mr Crouch was unable to attend one of these special purpose Board meetings and the meeting material was reviewed and discussed with the Chairman, and his views were subsequently conveyed by the Chairman to the other Directors at the meeting. 1 Formerly known as the Carbon Disclosure Project. 46 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 47 Directors’ report 10. Remuneration Report Introduction from the Chairman of the Board Remuneration Committee Dear shareholders On behalf of the Board I am pleased to present Westpac’s 2018 remuneration report. I outline below the context behind the key remuneration decisions made by the Board and the Board Remuneration Committee this year. In addition, I summarise the key enhancements we have made to strengthen our remuneration policy and practices to support appropriate outcomes for our shareholders, customers, employees and the communities we serve. Overview of performance outcomes 2018 has been a challenging year for Westpac from a financial performance perspective. In addition, the Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry (Royal Commission) has highlighted that financial services organisations, including Westpac, need to do more to meet the needs of customers and the community. Key financial outcomes for 2018 can be summarised as follows:  Cash earnings were flat due to slower loan and deposit growth, the full period impact of the bank levy and an increase in provisions for customer refunds and payments;  The Group’s balance sheet was further strengthened. In particular, our capital ratios exceeded the Australian Prudential Regulation Authority’s (APRA’s) ‘unquestionably strong’ benchmark, liquidity ratios are higher and the funding mix has continued to improve;  Return on equity (ROE) declined to 13% due to higher capital levels combined with flat cash earnings. This is at the lower end of the range the Group is seeking to achieve; and  Earnings per share (EPS) of 232.6 cents was down 1% on the prior year. Strategically, we have made good progress in modernising our platforms and digitising the company resulting in productivity gains and improvements to the customer experience. Customer satisfaction, as measured by net promoter scores, showed relative improvement though the year. In addition, a range of initiatives were deployed to strengthen our culture and enhance the agility and capability of our workforce. In terms of the Royal Commission, the misconduct issues that have been examined are confronting for Westpac and the industry, and have raised a number of important considerations for the industry, regulators and policy makers. The Chairman and CEO both discuss the Royal Commission in their respective letters in this Annual Report. The Board recognises that Westpac needs to continue to improve the way it prevents, detects and addresses misconduct. The Royal Commission has highlighted examples of areas where our actions have given rise to poor outcomes for some of our customers. This has contributed to a loss of trust and reputational damage to Westpac and the industry. The Board also recognises that the value of your shares has declined over the year as a result of a range of factors. Variable reward adjustments and outcomes Variable reward outcomes reflect appropriate executive accountability for both performance and the matters discussed above. 2015 Long Term Variable Reward (LTVR): The performance hurdles for both the CEO and Group Executive 2015 LTVR plans were not met and, as a result, the awards were forfeited in full for the third consecutive year. 2018 Short Term Variable Reward (STVR): 2018 STVR outcomes for the CEO and Group Executives in Australia were on average 25% lower than 2017 with the largest individual year on year reduction being 50%. These outcomes include the application of discretion as follows:  The assessment of performance against the 2018 scorecard for the CEO and Group Executives in Australia included discretionary downward adjustments for customer and service related areas of the scorecard of up to 25%.   Targeted downwards adjustments were applied to three Group Executives to reflect a range of matters relevant to the business for which they are responsible, including risk and remediation issues and, where relevant, business performance not otherwise reflected in the scorecard. These adjustments ranged from 10% to 30% of the target opportunity for these individuals. No changes were made to Non-executive Director fees for 2018. Changes to the remuneration report In addition, to reflect appropriate executive accountability for Group-wide risk and reputation matters, the Board applied a scorecard modifier to reduce further the STVR outcomes as follows: – – 15% of the outcome for the CEO (which equates to 13.5% of the target opportunity); and 10% of the target opportunity for each Group Executive excluding David McLean (CEO, Westpac New Zealand Limited) and David Lees (Acting Chief Financial Officer for three months only). These reductions result in a 2018 STVR outcome for the CEO of 77.5% of the target opportunity, which is 52% of the maximum opportunity. The 2018 STVR outcomes for Group Executives ranged from 50% to 110% of the target opportunity and 34% to 73% of the maximum opportunity. Craig Dunn, Chairman Board Remuneration Committee 48 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 49 Directors’ report       Total Target Reward adjustments The Board reviewed Total Target Reward (TTR) for the CEO and Group Executives for 2018. No changes were made to TTR for the CEO. Increases in TTR for Group Executives of between 4% and 12.3% were made in circumstances where TTR was below market benchmarks and to recognise individual capability and demonstrated capacity to deliver business outcomes since initial appointment to their roles. Key enhancements and future developments expectations and better practice. This includes: We are committed to ensuring that our remuneration arrangements meet regulatory requirements and align with emerging stakeholder under the Australian Banking Association’s 6 Point Plan, implementing Stephen Sedgwick AO’s recommendations for our employees two years earlier than required. This includes targeted changes to our STVR arrangements for customer-facing employees in the Consumer Bank and Business Bank to support our service-based approach and reinforce a sound conduct and risk culture; implementing changes to our remuneration and governance arrangements consistent with the findings from APRA’s review of remuneration practices at large financial institutions. For example, we have strengthened the process and documentation around the Board’s existing discretion to adjust overall outcomes for matters such as behaviour, risk and reputation, with the introduction of a scorecard modifier; updating our remuneration policy to align with the letter and spirit of the new Banking Executive Accountability Regime legislation; and implementing a Group-wide consequence management framework building on existing policies and practices to provide greater consistency in the management of employee conduct. In 2018, we managed 1,091 employee conduct matters in Australia, of which 209 resulted in the employee exiting the business, 532 resulted in a formal disciplinary outcome, and a range of other consequences were applied, including ineligibility for STVR, reductions to STVR and role changes. During 2018, the Board Remuneration Committee reviewed the remuneration framework for the CEO and Group Executives with the aim of ensuring it continues to remain fit for purpose and is simple, transparent and appropriately aligned with our strategic intent and the expectations of our key stakeholders. Given the ongoing review of remuneration practices across the industry and feedback from key stakeholders, we decided not to make any changes to the design features of the 2019 STVR and LTVR plans for the CEO and Group Executives. We will continue to review the executive remuneration framework in 2019 and, as always, engage with regulators, shareholders and shareholder representative groups and value the insight these discussions provide. Group Executive changes Changes to Westpac’s leadership team during the year included:  Carolyn McCann was appointed to the new Group Executive, Customer & Corporate Relations role on 18 June 2018; Alexandra Holcomb ceased in her role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. David Stephen commenced with Westpac on 1 October 2018; Peter King was the Chief Financial Officer for most of the year and acted as the Chief Risk Officer from 25 June 2018 to 1 October 2018. During this time, David Lees acted as the Chief Financial Officer;  Christine Parker’s role and title changed from Group Executive, Human Resources, Corporate Affairs & Sustainability to Group  Rebecca Lim’s role and title changed from Group Executive, Compliance, Legal & Secretariat to Group Executive, Legal & Executive, Human Resources on 18 June 2018; Secretariat on 1 October 2018; and  Dave Curran will retire from the Chief Information Officer role on 29 January 2019. Craig Bright will commence with Westpac on 4 December 2018. Non-executive Directors The Board is pleased to have welcomed Peter Nash on 7 March 2018 and Anita Fung on 1 October 2018 as Non-executive Directors. Finally, we have made further improvements to the transparency, simplicity and readability of our remuneration report. On behalf of the Board, I invite you to read our remuneration report and welcome your feedback. Directors’ report 10. Remuneration Report Dear shareholders Introduction from the Chairman of the Board Remuneration Committee On behalf of the Board I am pleased to present Westpac’s 2018 remuneration report. I outline below the context behind the key remuneration decisions made by the Board and the Board Remuneration Committee this year. In addition, I summarise the key enhancements we have made to strengthen our remuneration policy and practices to support appropriate outcomes for our shareholders, customers, employees and the communities we serve. Overview of performance outcomes      2018 has been a challenging year for Westpac from a financial performance perspective. In addition, the Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry (Royal Commission) has highlighted that financial services organisations, including Westpac, need to do more to meet the needs of customers and the community. Key financial outcomes for 2018 can be summarised as follows:  Cash earnings were flat due to slower loan and deposit growth, the full period impact of the bank levy and an increase in provisions for customer refunds and payments; The Group’s balance sheet was further strengthened. In particular, our capital ratios exceeded the Australian Prudential Regulation Authority’s (APRA’s) ‘unquestionably strong’ benchmark, liquidity ratios are higher and the funding mix has continued to improve;  Return on equity (ROE) declined to 13% due to higher capital levels combined with flat cash earnings. This is at the lower end of the range the Group is seeking to achieve; and Earnings per share (EPS) of 232.6 cents was down 1% on the prior year. Strategically, we have made good progress in modernising our platforms and digitising the company resulting in productivity gains and improvements to the customer experience. Customer satisfaction, as measured by net promoter scores, showed relative improvement though the year. In addition, a range of initiatives were deployed to strengthen our culture and enhance the agility and capability of our workforce. In terms of the Royal Commission, the misconduct issues that have been examined are confronting for Westpac and the industry, and have raised a number of important considerations for the industry, regulators and policy makers. The Chairman and CEO both discuss the Royal Commission in their respective letters in this Annual Report. The Board recognises that Westpac needs to continue to improve the way it prevents, detects and addresses misconduct. The Royal Commission has highlighted examples of areas where our actions have given rise to poor outcomes for some of our customers. This has contributed to a loss of trust and reputational damage to Westpac and the industry. The Board also recognises that the value of your shares has declined over the year as a result of a range of factors. Variable reward adjustments and outcomes Variable reward outcomes reflect appropriate executive accountability for both performance and the matters discussed above. 2015 Long Term Variable Reward (LTVR): The performance hurdles for both the CEO and Group Executive 2015 LTVR plans were not met and, as a result, the awards were forfeited in full for the third consecutive year. 2018 Short Term Variable Reward (STVR): 2018 STVR outcomes for the CEO and Group Executives in Australia were on average 25% lower than 2017 with the largest individual year on year reduction being 50%. These outcomes include the application of discretion as follows: The assessment of performance against the 2018 scorecard for the CEO and Group Executives in Australia included discretionary downward adjustments for customer and service related areas of the scorecard of up to 25%. Targeted downwards adjustments were applied to three Group Executives to reflect a range of matters relevant to the business for which they are responsible, including risk and remediation issues and, where relevant, business performance not otherwise reflected in the scorecard. These adjustments ranged from 10% to 30% of the target opportunity for these individuals. In addition, to reflect appropriate executive accountability for Group-wide risk and reputation matters, the Board applied a scorecard modifier to reduce further the STVR outcomes as follows: – – 15% of the outcome for the CEO (which equates to 13.5% of the target opportunity); and 10% of the target opportunity for each Group Executive excluding David McLean (CEO, Westpac New Zealand Limited) and David Lees (Acting Chief Financial Officer for three months only). These reductions result in a 2018 STVR outcome for the CEO of 77.5% of the target opportunity, which is 52% of the maximum opportunity. The 2018 STVR outcomes for Group Executives ranged from 50% to 110% of the target opportunity and 34% to 73% of the maximum opportunity. Total Target Reward adjustments The Board reviewed Total Target Reward (TTR) for the CEO and Group Executives for 2018. No changes were made to TTR for the CEO. Increases in TTR for Group Executives of between 4% and 12.3% were made in circumstances where TTR was below market benchmarks and to recognise individual capability and demonstrated capacity to deliver business outcomes since initial appointment to their roles. 1 Directors’ report Key enhancements and future developments We are committed to ensuring that our remuneration arrangements meet regulatory requirements and align with emerging stakeholder expectations and better practice. This includes:  under the Australian Banking Association’s 6 Point Plan, implementing Stephen Sedgwick AO’s recommendations for our employees two years earlier than required. This includes targeted changes to our STVR arrangements for customer-facing employees in the Consumer Bank and Business Bank to support our service-based approach and reinforce a sound conduct and risk culture;    implementing changes to our remuneration and governance arrangements consistent with the findings from APRA’s review of remuneration practices at large financial institutions. For example, we have strengthened the process and documentation around the Board’s existing discretion to adjust overall outcomes for matters such as behaviour, risk and reputation, with the introduction of a scorecard modifier; updating our remuneration policy to align with the letter and spirit of the new Banking Executive Accountability Regime legislation; and implementing a Group-wide consequence management framework building on existing policies and practices to provide greater consistency in the management of employee conduct. In 2018, we managed 1,091 employee conduct matters in Australia, of which 209 resulted in the employee exiting the business, 532 resulted in a formal disciplinary outcome, and a range of other consequences were applied, including ineligibility for STVR, reductions to STVR and role changes. During 2018, the Board Remuneration Committee reviewed the remuneration framework for the CEO and Group Executives with the aim of ensuring it continues to remain fit for purpose and is simple, transparent and appropriately aligned with our strategic intent and the expectations of our key stakeholders. Given the ongoing review of remuneration practices across the industry and feedback from key stakeholders, we decided not to make any changes to the design features of the 2019 STVR and LTVR plans for the CEO and Group Executives. We will continue to review the executive remuneration framework in 2019 and, as always, engage with regulators, shareholders and shareholder representative groups and value the insight these discussions provide. Group Executive changes Changes to Westpac’s leadership team during the year included:  Carolyn McCann was appointed to the new Group Executive, Customer & Corporate Relations role on 18 June 2018;  Alexandra Holcomb ceased in her role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. David Stephen commenced with Westpac on 1 October 2018;  Peter King was the Chief Financial Officer for most of the year and acted as the Chief Risk Officer from 25 June 2018 to 1 October 2018. During this time, David Lees acted as the Chief Financial Officer;  Christine Parker’s role and title changed from Group Executive, Human Resources, Corporate Affairs & Sustainability to Group Executive, Human Resources on 18 June 2018;  Rebecca Lim’s role and title changed from Group Executive, Compliance, Legal & Secretariat to Group Executive, Legal & Secretariat on 1 October 2018; and  Dave Curran will retire from the Chief Information Officer role on 29 January 2019. Craig Bright will commence with Westpac on 4 December 2018. Non-executive Directors The Board is pleased to have welcomed Peter Nash on 7 March 2018 and Anita Fung on 1 October 2018 as Non-executive Directors. No changes were made to Non-executive Director fees for 2018. Changes to the remuneration report Finally, we have made further improvements to the transparency, simplicity and readability of our remuneration report. On behalf of the Board, I invite you to read our remuneration report and welcome your feedback. 48 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 49 Craig Dunn, Chairman Board Remuneration Committee Directors’ report Directors’ report 1. Summary of the 2018 Chief Executive Officer and Group Executive total reward framework Performance and risk alignment Westpac’s remuneration arrangements are designed and managed to support effective risk management, the generation of appropriate risk-based returns and the risk profile associated with our businesses which incorporate products with varying complexity and maturity profiles. Westpac integrates risk management into remuneration by designing and managing arrangements in a manner that encourages behaviour that supports our long term financial soundness and risk management framework. Business activities are carried out in accordance with Westpac’s Risk Appetite Statement. The performance of Westpac and each division is reviewed and measured with reference to how risk is managed against the Group’s Risk Appetite Statement, and the results influence remuneration outcomes. The Board has the discretion to adjust variable reward, upwards or downwards (including to nil), if it considers that performance is not adequately reflected in performance outcomes. In exercising its discretion, the Board takes into account a number of factors, including significant unforeseen circumstances, relevant risk-based matters and whether an adjustment is appropriate to protect Westpac’s financial soundness. The Board also has the ability to apply malus to unvested deferred awards under the STVR and LTVR plans if having regard to circumstances or information which has come to light after the grant of the equity, all or part of the initial award was not justified. Timeline of potential 2018 remuneration 2018 2019 2020 2021 Fixed remuneration Cash STVR award (50%) Deferred STVR award (25%) Deferred STVR award (25%) LTVR award subject to relative TSR performance (50%) – measured over 4 years LTVR award subject to ROE performance (50%) – measured over 3 years + 1 year holding lock Date paid Date granted Date eligible for vesting Westpac’s vision is to be one of the world’s great service companies, helping our customers, communities and people to prosper and grow. Westpac’s strategy seeks to deliver on our vision by building deep and enduring customer relationships, being a leader in the community, being a place where the best people want to work and, in so doing, delivering sustainable returns for shareholders. The delivery of our strategy and vision is supported by our remuneration strategy and principles. Remuneration strategy and principles Westpac’s remuneration strategy is designed to attract and retain talented employees by rewarding them for achieving high performance and delivering superior long term results for our shareholders, while adhering to sound risk management and governance principles. The remuneration strategy is underpinned by the following principles:  align remuneration with customer and shareholder interests;  support an appropriate risk culture and employee conduct;  differentiate pay for behaviour and performance in line with our strategy and vision; Total reward framework  provide market competitive and fair remuneration;  enable recruitment and retention of talented employees;  provide the ability to risk-adjust remuneration; and  be simple, flexible and transparent. The CEO and Group Executives are rewarded based on a total reward framework. The framework is designed to reflect our principles and comprises three components: fixed remuneration, Short Term Variable Reward (STVR) and Long Term Variable Reward (LTVR) as set out in the table below. Fixed remuneration Short Term Variable Reward Long Term Variable Reward Variable reward Target pay mix1 Purpose Delivery Assessment 34% 34% 32% Attract and retain high quality executives. Reward financial and non-financial performance in line with Westpac’s strategic priorities. The deferred component supports alignment with shareholders over the medium term. Align executive accountability and remuneration with the long term interests of shareholders by rewarding the delivery of sustained Group performance. Fixed remuneration comprises cash salary, salary sacrificed items, and superannuation contributions. Fixed remuneration is set with reference to market benchmarks in the financial services industry in Australia and globally. The Board also takes into account the size, responsibilities and complexity of the role, as well as the skills and experience of the executive. STVR is awarded in cash (50%) and restricted shares2 (50%) based on an assessment of performance over the preceding year. Restricted shares vest in equal portions after one and two years following grant subject to continued service and malus provisions. Performance is assessed with reference to a balanced scorecard comprising:  focus areas linked to Westpac’s key strategic priorities (economic performance; risk management; balance sheet management; customer outcomes; customer service transformation; and people and culture); and  a modifier to support the adjustment of the outcome, upwards or downwards (including to nil), for behaviour, risk and reputation matters, people management matters, and any other matters determined by the Board. LTVR is awarded in performance share rights which vest after four years subject to the achievement of performance hurdles, continued service and malus provisions. Performance is assessed against:  Total shareholder return (TSR) (50%) which is a comparative measure of Westpac’s performance relative to that of peers (measured over four years); and  Return on equity (ROE)3 (50%) which aims to reward the achievement of returns above the cost of capital while generating shareholder value (measured over a three year period with an additional one year holding lock). 1 Based on a fair value methodology for LTVR awards. Excludes the Chief Risk Officer, the Group Executive, Compliance, Legal & Secretariat, Group Executive, Customer and Corporate Relations and the Chief Financial Officer who have a target pay mix of 40% fixed remuneration, 30% STVR and 30% LTVR. 2 Deferred STVR is awarded in unhurdled share rights to the Group Executive outside Australia. 3 ROE and earnings per share (EPS) are reported on a cash earnings basis throughout the remuneration report. Refer to Note 2 to the Financial Statements for a description of the process used to determine cash earnings. 50 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 51 Directors’ report Directors’ report 1. Summary of the 2018 Chief Executive Officer and Group Executive total reward framework Performance and risk alignment Westpac’s remuneration arrangements are designed and managed to support effective risk management, the generation of appropriate risk-based returns and the risk profile associated with our businesses which incorporate products with varying complexity and maturity profiles. 1 Westpac integrates risk management into remuneration by designing and managing arrangements in a manner that encourages behaviour that supports our long term financial soundness and risk management framework. Business activities are carried out in accordance with Westpac’s Risk Appetite Statement. The performance of Westpac and each division is reviewed and measured with reference to how risk is managed against the Group’s Risk Appetite Statement, and the results influence remuneration outcomes. The Board has the discretion to adjust variable reward, upwards or downwards (including to nil), if it considers that performance is not adequately reflected in performance outcomes. In exercising its discretion, the Board takes into account a number of factors, including significant unforeseen circumstances, relevant risk-based matters and whether an adjustment is appropriate to protect Westpac’s financial soundness. The Board also has the ability to apply malus to unvested deferred awards under the STVR and LTVR plans if having regard to circumstances or information which has come to light after the grant of the equity, all or part of the initial award was not justified.  be simple, flexible and transparent. Timeline of potential 2018 remuneration 2018 2019 2020 2021 Fixed remuneration Cash STVR award (50%) Deferred STVR award (25%) Deferred STVR award (25%) LTVR award subject to relative TSR performance (50%) – measured over 4 years LTVR award subject to ROE performance (50%) – measured over 3 years + 1 year holding lock Date paid Date granted Date eligible for vesting Westpac’s vision is to be one of the world’s great service companies, helping our customers, communities and people to prosper and grow. Westpac’s strategy seeks to deliver on our vision by building deep and enduring customer relationships, being a leader in the community, being a place where the best people want to work and, in so doing, delivering sustainable returns for shareholders. The delivery of our strategy and vision is supported by our remuneration strategy and principles. Remuneration strategy and principles Westpac’s remuneration strategy is designed to attract and retain talented employees by rewarding them for achieving high performance and delivering superior long term results for our shareholders, while adhering to sound risk management and governance principles. The remuneration strategy is underpinned by the following principles:  align remuneration with customer and shareholder interests;  provide market competitive and fair remuneration;  support an appropriate risk culture and employee conduct;  enable recruitment and retention of talented employees;  differentiate pay for behaviour and performance in line with  provide the ability to risk-adjust remuneration; and our strategy and vision; Total reward framework The CEO and Group Executives are rewarded based on a total reward framework. The framework is designed to reflect our principles and comprises three components: fixed remuneration, Short Term Variable Reward (STVR) and Long Term Variable Reward (LTVR) as set out in the table below. Fixed remuneration Short Term Variable Reward Long Term Variable Reward Variable reward Target pay mix1 Purpose 34% 34% 32% Attract and retain high Reward financial and non-financial Align executive accountability and quality executives. performance in line with Westpac’s strategic remuneration with the long term priorities. The deferred component supports alignment with shareholders over the medium term. performance. interests of shareholders by rewarding the delivery of sustained Group Delivery Fixed remuneration comprises cash salary, STVR is awarded in cash (50%) and restricted shares2 (50%) based on an salary sacrificed items, assessment of performance over the LTVR is awarded in performance share rights which vest after four years subject to the achievement of and superannuation preceding year. Restricted shares vest in performance hurdles, continued service contributions. equal portions after one and two years and malus provisions. following grant subject to continued service and malus provisions. Assessment Fixed remuneration is Performance is assessed with reference to a Performance is assessed against: set with reference to market benchmarks in the financial services industry in Australia and globally. The Board also takes into account the size, responsibilities and complexity of the role, as well as the skills and experience of the executive. balanced scorecard comprising:  focus areas linked to Westpac’s key strategic priorities (economic performance; risk management; balance sheet management; customer outcomes; customer service transformation; and people and culture); and  a modifier to support the adjustment of the outcome, upwards or downwards (including to nil), for behaviour, risk and reputation matters, people management matters, and any other matters determined by the Board.  Total shareholder return (TSR) (50%) which is a comparative measure of Westpac’s performance relative to that of peers (measured over four years); and  Return on equity (ROE)3 (50%) which aims to reward the achievement of returns above the cost of capital while generating shareholder value (measured over a three year period with an additional one year holding lock). 1 Based on a fair value methodology for LTVR awards. Excludes the Chief Risk Officer, the Group Executive, Compliance, Legal & Secretariat, Group Executive, Customer and Corporate Relations and the Chief Financial Officer who have a target pay mix of 40% fixed remuneration, 30% STVR and 30% LTVR. 2 Deferred STVR is awarded in unhurdled share rights to the Group Executive outside Australia. 3 ROE and earnings per share (EPS) are reported on a cash earnings basis throughout the remuneration report. Refer to Note 2 to the Financial Statements for a description of the process used to determine cash earnings. 50 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 51 Directors’ report 2. Remuneration policy and governance 3. Key Management Personnel Directors’ report Westpac’s remuneration policy sets out the mandatory requirements reflected in the design and management of remuneration arrangements across Westpac. The remuneration of Key Management Personnel (KMP) for the Group is disclosed in the Report. In 2018, KMP comprised the CEO, Group Executives and Non-executive Directors as set out in the table below. The policy supports Westpac’s vision by requiring the design and management of remuneration to align with stakeholder interests, support long term financial soundness and encourage prudent risk management. The policy is supported by an established governance structure, plans and frameworks that are designed to support remuneration decision making across the Group. Name Position Managing Director & Chief Executive Officer Term as KMP Brian Hartzer Managing Director & Chief Executive Officer Full Year Board Current Group Executives The role of the Board is to provide strategic guidance for the Group and have effective oversight of management. The Board has overall accountability for remuneration. Without limiting its role, the Board approves (following recommendation from the Board Remuneration Committee) performance outcomes and remuneration for the CEO, Group Executives, other persons whose activities in the Board’s opinion affect the financial soundness of the Group and any other person specified by APRA. The Board has the discretion to defer, adjust or withdraw aggregate and individual variable reward. The remuneration-related responsibilities of the Board are set out in the Board Charter which is available on Westpac’s website. Board Remuneration Committee The Board Remuneration Committee assists the Board to fulfil its remuneration responsibilities to shareholders by monitoring the remuneration policies and practices of the Group, external remuneration practices, market expectations and regulatory requirements in Australia and globally. The Board Remuneration Committee’s purpose, responsibilities and duties are outlined in its Charter which is available on Westpac’s website. The Charter was last reviewed and amended in August 2018. In carrying out its duties, the Board Remuneration Committee accesses risk and financial control personnel and engages external advisors who are independent of management. The Chairman of the Board Risk & Compliance Committee is also a member of the Board Remuneration Committee, and members of the Board Remuneration Committee are all members of the Board Risk & Compliance Committee. Members of the Board Remuneration Committee are independent Non-executive Directors. The members in 2018 were:  Craig Dunn (Chairman);  Ewen Crouch;  Alison Deans (appointed on 8 December 2017); and  Robert Elstone (retired on 8 December 2017). Remuneration oversight committees Independent remuneration consultants The Board and the Board Remuneration Committee receive support from internal groups and committees including the Group Remuneration Oversight Committee and business-specific remuneration oversight committees. The governance structure below the Board Remuneration Committee focuses on the appropriateness and consistency of remuneration arrangements across the Group. In 2018, the Board retained Guerdon Associates as its independent consultant to provide specialist information on executive remuneration and other remuneration matters. The services were provided directly to the Board Remuneration Committee independent of management. The Chairman of the Board Remuneration Committee oversees the engagement and associated costs. Work undertaken by Guerdon Associates during 2018 included the provision of information relating to the benchmarking of Non-executive Director, CEO and Group Executive remuneration. In 2018, no remuneration recommendations, as prescribed under the Corporations Act, were made by Guerdon Associates. 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 Full Year Chief Executive, Westpac Institutional Bank Chief Executive Officer, BT Financial Group Chief Information Officer George Frazis Chief Executive, Consumer Bank Acting Chief Risk Officer Lyn Cobley Brad Cooper Dave Curran Peter King1 David Lees2 Rebecca Lim3 Acting Chief Financial Officer Commenced in KMP role on 25 June 2018 David Lindberg Chief Executive, Business Bank Full Year Group Executive, Compliance, Legal & Secretariat Full Year Carolyn McCann4 Group Executive, Customer & Corporate Relations Commenced in KMP role on 18 June 2018 David McLean Chief Executive Officer, Westpac New Zealand Limited Full Year Christine Parker5 Group Executive, Human Resources Gary Thursby Group Executive, Strategy & Enterprise Services Ceased in KMP role on 25 June 2018 Former Group Executive Alexandra Holcomb6 Chief Risk Officer Current Non-executive Directors Lindsay Maxsted Chairman Nerida Caesar Ewen Crouch Alison Deans Craig Dunn Peter Hawkins Peter Marriott Peter Nash Director Director Director Director Director Director Director Former Non-executive Director Robert Elstone Director Commenced on 7 March 2018 Retired on 8 December 2017 1 Peter King was the Chief Financial Officer until 25 June 2018 when he was appointed as the Acting Chief Risk Officer. Peter King returned to the Chief Financial Officer role effective 1 October 2018. 2 David Lees was the Deputy Chief Financial Officer until 25 June 2018 when he was appointed as the Acting Chief Financial Officer. David Lees returned to the Deputy Chief Financial Officer role effective 1 October 2018. 3 Rebecca Lim’s role and title changed to the Group Executive, Legal & Secretariat effective 1 October 2018. 4 Carolyn McCann was the General Manager, Corporate Affairs & Sustainability until 18 June 2018 when she was appointed as the Group Executive, 5 Christine Parker’s role and title changed from the Group Executive, Human Resources, Corporate Affairs & Sustainability to the Group Executive, Customer & Corporate Relations. Human Resources on 18 June 2018. 6 Alexandra Holcomb ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. David Stephen commenced as the Chief Risk Officer effective 1 October 2018. 52 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 53 Directors’ report 2. Remuneration policy and governance arrangements across Westpac. Westpac’s remuneration policy sets out the mandatory requirements reflected in the design and management of remuneration The policy supports Westpac’s vision by requiring the design and management of remuneration to align with stakeholder interests, support long term financial soundness and encourage prudent risk management. The policy is supported by an established governance structure, plans and frameworks that are designed to support remuneration decision making across the Group. 3. Key Management Personnel The remuneration of Key Management Personnel (KMP) for the Group is disclosed in the Report. In 2018, KMP comprised the CEO, Group Executives and Non-executive Directors as set out in the table below. 1 Name Position Managing Director & Chief Executive Officer Term as KMP Brian Hartzer Managing Director & Chief Executive Officer Full Year Directors’ report Board Current Group Executives The role of the Board is to provide strategic guidance for the Group and have effective oversight of management. The Board has overall accountability for remuneration. Without limiting its role, the Board approves (following recommendation from the Board Remuneration Committee) performance outcomes and remuneration for the CEO, Group Executives, other persons whose activities in the Board’s opinion affect the financial soundness of the Group and any other person specified by APRA. The Board has the discretion to defer, adjust or withdraw aggregate and individual variable reward. The remuneration-related responsibilities of the Board are set out in the Board Charter which is available on Westpac’s website. Board Remuneration Committee The Board Remuneration Committee assists the Board to fulfil its remuneration responsibilities to shareholders by monitoring the remuneration policies and practices of the Group, external remuneration practices, market expectations and regulatory requirements in Australia and globally. The Board Remuneration Committee’s purpose, responsibilities and duties are outlined in its Charter which is available on Westpac’s website. The Charter was last reviewed and amended in August 2018. In carrying out its duties, the Board Remuneration Committee accesses risk and financial control personnel and engages external advisors who are independent of management. The Chairman of the Board Risk & Compliance Committee is also a member of the Board Remuneration Committee, and members of the Board Remuneration Committee are all members of the Board Risk & Compliance Committee. Members of the Board Remuneration Committee are independent Non-executive Directors. The members in 2018 were:  Craig Dunn (Chairman);  Ewen Crouch;  Alison Deans (appointed on 8 December 2017); and  Robert Elstone (retired on 8 December 2017). Remuneration oversight committees Independent remuneration consultants The Board and the Board Remuneration Committee receive support from internal groups and committees including the Group Remuneration Oversight Committee and business-specific remuneration oversight committees. The governance structure below the Board Remuneration Committee focuses on the appropriateness and consistency of remuneration arrangements across the Group. In 2018, the Board retained Guerdon Associates as its independent consultant to provide specialist information on executive remuneration and other remuneration matters. The services were provided directly to the Board Remuneration Committee independent of management. The Chairman of the Board Remuneration Committee oversees the engagement and associated costs. Work undertaken by Guerdon Associates during 2018 included the provision of information relating to the benchmarking of Non-executive Director, CEO and Group Executive remuneration. In 2018, no remuneration recommendations, as prescribed under the Corporations Act, were made by Guerdon Associates. Lyn Cobley Brad Cooper Dave Curran George Frazis Peter King1 David Lees2 Rebecca Lim3 David Lindberg Carolyn McCann4 David McLean Christine Parker5 Chief Executive, Westpac Institutional Bank Chief Executive Officer, BT Financial Group Chief Information Officer Chief Executive, Consumer Bank Acting Chief Risk Officer Full Year Full Year Full Year Full Year Full Year Acting Chief Financial Officer Commenced in KMP role on 25 June 2018 Group Executive, Compliance, Legal & Secretariat Full Year Chief Executive, Business Bank Full Year Group Executive, Customer & Corporate Relations Commenced in KMP role on 18 June 2018 Chief Executive Officer, Westpac New Zealand Limited Full Year Group Executive, Human Resources Gary Thursby Group Executive, Strategy & Enterprise Services Former Group Executive Alexandra Holcomb6 Chief Risk Officer Current Non-executive Directors Lindsay Maxsted Chairman Nerida Caesar Ewen Crouch Alison Deans Craig Dunn Peter Hawkins Peter Marriott Peter Nash Director Director Director Director Director Director Director Former Non-executive Director Robert Elstone Director Full Year Full Year Ceased in KMP role on 25 June 2018 Full Year Full Year Full Year Full Year Full Year Full Year Full Year Commenced on 7 March 2018 Retired on 8 December 2017 52 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 53 1 Peter King was the Chief Financial Officer until 25 June 2018 when he was appointed as the Acting Chief Risk Officer. Peter King returned to the Chief Financial Officer role effective 1 October 2018. 2 David Lees was the Deputy Chief Financial Officer until 25 June 2018 when he was appointed as the Acting Chief Financial Officer. David Lees returned to the Deputy Chief Financial Officer role effective 1 October 2018. 3 Rebecca Lim’s role and title changed to the Group Executive, Legal & Secretariat effective 1 October 2018. 4 Carolyn McCann was the General Manager, Corporate Affairs & Sustainability until 18 June 2018 when she was appointed as the Group Executive, Customer & Corporate Relations. 5 Christine Parker’s role and title changed from the Group Executive, Human Resources, Corporate Affairs & Sustainability to the Group Executive, Human Resources on 18 June 2018. 6 Alexandra Holcomb ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. David Stephen commenced as the Chief Risk Officer effective 1 October 2018. Directors’ report 4. Total remuneration outcomes Chief Executive Officer and Group Executive remuneration – realised remuneration 4.1. The table below shows the actual remuneration paid and the equity vested1 to the CEO and Group Executives in 2018 and 2017 (unaudited). This includes:  fixed remuneration earned during the year;  cash STVR awarded in respect of 2018 and 2017;  deferred STVR awarded in prior years that vested in 2018 and 2017; and  LTVR awarded in prior years that vested in 2018 and 2017. The value of deferred STVR and LTVR is based on the number of restricted shares or share rights multiplied by the five day volume weighted average share price up to and including the date of vesting. The value of equity differs from the disclosure in Section 7 which provides the annualised accounting value for unvested equity awards prepared in accordance with the Australian Accounting Standards (AAS). Name Fixed remuneration $ Cash STVR awarded $ Vesting of prior year deferred STVR awards $ Vesting of prior year LTVR awards $ Total realised remuneration $ Prior year LTVR forfeited $ Fixed remuneration $ Cash STVR awarded year deferred STVR awards $ $ year LTVR awards $ Total realised remuneration Prior year LTVR forfeited $ $ Vesting of prior Vesting of prior Current Group Executives (cont.) Christine Parker, Group Executive, Human Resources Gary Thursby, Group Executive, Strategy & Enterprise Services 884,000 850,000 840,000 840,000 427,500 517,500 395,500 485,000 421,759 481,816 368,685 371,764 Former Group Executive Alexandra Holcomb, Chief Risk Officer5 Name 2018 2017 2018 2017 2018 2017 - - - - - - 736,449 1,003,000 411,000 532,500 446,660 498,536 1,594,109 2,034,036 1,761,322 772,487 1 Equity that vested on 1 October 2018 is included in the 2018 figures. Equity that vested on 1 October 2017 is included in the 2017 figures. 2 Peter King was the Chief Financial Officer until 25 June 2018 when he was appointed as the Acting Chief Risk Officer. 3 David Lees commenced his KMP role as the Acting Chief Financial Officer on 25 June 2018. 4 Carolyn McCann commenced her KMP role as the Group Executive, Customer & Corporate Relations on 18 June 2018. 5 Alexandra Holcomb ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. Directors’ report 1,733,259 1,849,316 1,604,185 1,696,764 1,474,298 1,365,665 471,754 409,680 Managing Director & Chief Executive Officer Brian Hartzer 2018 2017 2,686,000 2,686,000 1,040,825 1,490,730 1,217,694 1,280,114 494,049 244,864 665,608 779,625 444,719 510,291 735,319 876,225 505,612 536,202 Current Group Executives Lyn Cobley, Chief Executive, Westpac Institutional Bank 2018 2017 1,122,000 1,122,000 465,500 640,000 Brad Cooper, Chief Executive Officer, BT Financial Group 2018 2017 1,102,517 1,102,517 400,000 792,500 Dave Curran, Chief Information Officer 2018 2017 1,054,000 952,000 1,150,000 1,150,000 George Frazis, Chief Executive, Consumer Bank 2018 2017 Peter King, Acting Chief Risk Officer2 2018 2017 David Lees, Acting Chief Financial Officer3 2018 2017 1,288,000 1,088,000 324,877 485,000 552,500 480,000 872,500 517,000 615,000 Rebecca Lim, Group Executive, Compliance, Legal & Secretariat 2018 2017 356,500 412,500 950,000 750,000 David Lindberg, Chief Executive, Business Bank 2018 1,088,000 2017 952,000 Carolyn McCann, Group Executive, Customer & Corporate Relations4 212,877 2018 2017 440,500 532,500 74,500 ----------------------------------------------------------------------- Not a KMP in 2017 ------------------------------------------------------------------ 90,500 - 287,412 248,227 440,199 419,808 202,173 - - - - - 1,593,912 1,410,727 1,968,699 1,904,308 383,299 388,674 817,702 709,083 489,550 393,143 - - - - - - - - - - - - - 4,944,519 5,456,844 4,263,037 3,046,592 2,081,549 2,006,864 2,168,125 2,674,642 1,983,719 2,014,791 2,365,319 2,898,725 2,310,612 2,239,202 - - 2,064,040 2,206,129 1,761,322 - 1,614,690 1,155,565 1,824,211 1,132,480 415,377 - ----------------------------------------------------------------------- Not a KMP in 2017 ------------------------------------------------------------------ David McLean, Chief Executive Officer, Westpac New Zealand Limited 900,613 2018 864,889 2017 498,439 412,570 \ 370,211 430,410 - - 1,769,263 1,707,869 988,873 - 54 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 55 Directors’ report Total realised remuneration $ Prior year LTVR forfeited $ 1 395,500 485,000 840,000 840,000 427,500 517,500 884,000 850,000 421,759 481,816 368,685 371,764 Gary Thursby, Group Executive, Strategy & Enterprise Services 2018 2017 Current Group Executives (cont.) Christine Parker, Group Executive, Human Resources 2018 2017 Former Group Executive Alexandra Holcomb, Chief Risk Officer5 736,449 2018 1,003,000 2017 411,000 532,500 446,660 498,536 Name Fixed remuneration $ Cash STVR awarded $ Vesting of prior year deferred STVR awards $ Vesting of prior year LTVR awards $ - - - - - - 1,733,259 1,849,316 1,604,185 1,696,764 1,474,298 1,365,665 471,754 409,680 1,594,109 2,034,036 1,761,322 772,487 Directors’ report 4. Total remuneration outcomes 4.1. Chief Executive Officer and Group Executive remuneration – realised remuneration The table below shows the actual remuneration paid and the equity vested1 to the CEO and Group Executives in 2018 and 2017 (unaudited). This includes:  fixed remuneration earned during the year;  cash STVR awarded in respect of 2018 and 2017;  deferred STVR awarded in prior years that vested in 2018 and 2017; and  LTVR awarded in prior years that vested in 2018 and 2017. The value of deferred STVR and LTVR is based on the number of restricted shares or share rights multiplied by the five day volume weighted average share price up to and including the date of vesting. The value of equity differs from the disclosure in Section 7 which provides the annualised accounting value for unvested equity awards prepared in accordance with the Australian Accounting Standards (AAS). Fixed remuneration $ Cash STVR awarded year deferred STVR awards $ $ year LTVR awards $ Total realised remuneration Prior year LTVR forfeited $ $ Vesting of prior Vesting of prior Name Brian Hartzer Managing Director & Chief Executive Officer 2,686,000 2,686,000 1,040,825 1,490,730 1,217,694 1,280,114 4,944,519 5,456,844 4,263,037 3,046,592 Current Group Executives Lyn Cobley, Chief Executive, Westpac Institutional Bank Brad Cooper, Chief Executive Officer, BT Financial Group Dave Curran, Chief Information Officer George Frazis, Chief Executive, Consumer Bank Peter King, Acting Chief Risk Officer2 David Lees, Acting Chief Financial Officer3 1,122,000 1,122,000 1,102,517 1,102,517 1,054,000 952,000 1,150,000 1,150,000 1,288,000 1,088,000 950,000 750,000 1,088,000 952,000 465,500 640,000 400,000 792,500 485,000 552,500 480,000 872,500 517,000 615,000 356,500 412,500 440,500 532,500 Rebecca Lim, Group Executive, Compliance, Legal & Secretariat David Lindberg, Chief Executive, Business Bank 494,049 244,864 665,608 779,625 444,719 510,291 735,319 876,225 505,612 536,202 287,412 248,227 440,199 419,808 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 - - - - - - - - - - - - - - - - - - - - Carolyn McCann, Group Executive, Customer & Corporate Relations4 212,877 74,500 202,173 489,550 393,143 ----------------------------------------------------------------------- Not a KMP in 2017 ------------------------------------------------------------------ David McLean, Chief Executive Officer, Westpac New Zealand Limited 900,613 864,889 498,439 412,570 \ 370,211 430,410 1,769,263 1,707,869 988,873 - 2,081,549 2,006,864 2,168,125 2,674,642 1,983,719 2,014,791 2,365,319 2,898,725 2,310,612 2,239,202 1,593,912 1,410,727 1,968,699 1,904,308 - - 2,064,040 2,206,129 1,761,322 - 1,614,690 1,155,565 1,824,211 1,132,480 383,299 388,674 817,702 709,083 324,877 90,500 - 415,377 - ----------------------------------------------------------------------- Not a KMP in 2017 ------------------------------------------------------------------ 1 Equity that vested on 1 October 2018 is included in the 2018 figures. Equity that vested on 1 October 2017 is included in the 2017 figures. 2 Peter King was the Chief Financial Officer until 25 June 2018 when he was appointed as the Acting Chief Risk Officer. 3 David Lees commenced his KMP role as the Acting Chief Financial Officer on 25 June 2018. 4 Carolyn McCann commenced her KMP role as the Group Executive, Customer & Corporate Relations on 18 June 2018. 5 Alexandra Holcomb ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. 54 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 55 Directors’ report Directors’ report 4.2. Chief Executive Officer and Group Executive remuneration – equity awarded 4.3. Summary of 2018 Short Term Variable Reward outcomes The table below shows the value of equity awarded under the STVR and LTVR plans in respect of 2018 and 2017. Assessment approach The final value of equity received by the CEO and Group Executives will depend on the share price at the time of vesting and the number of restricted shares or share rights that vest, subject to performance hurdles (where applicable), continued service and malus provisions. The value of equity differs from the disclosure in Section 7 which is prepared in accordance with the AAS. Name Managing Director & Chief Executive Officer Brian Hartzer Current Group Executives Lyn Cobley Chief Executive, Westpac Institutional Bank Brad Cooper Chief Executive Officer, BT Financial Group Dave Curran Chief Information Officer George Frazis Chief Executive, Consumer Bank Peter King4 Acting Chief Risk Officer David Lees5 Acting Chief Financial Officer Rebecca Lim Group Executive, Compliance, Legal & Secretariat David Lindberg Chief Executive, Business Bank Carolyn McCann6 Group Executive, Customer & Corporate Relations David McLean Chief Executive Officer, Westpac New Zealand Limited Christine Parker Group Executive, Human Resources Gary Thursby Group Executive, Strategy & Enterprise Services 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 Deferred STVR 1 award $ 1,040,825 1,490,730 465,500 640,000 400,000 792,500 485,000 552,500 480,000 872,500 517,000 615,000 LTVR award Fair value 2 Face value 3 $ $ 2,528,000 2,528,000 1,056,000 1,056,000 1,050,000 1,050,000 992,000 896,000 1,000,000 1,000,000 1,024,000 1,024,000 6,218,959 6,811,269 2,597,783 2,845,209 2,582,994 2,829,046 2,440,337 2,414,087 2,460,034 2,694,332 2,519,060 2,758,984 90,500 - ----------------------------- Not a KMP in 2017 -------------------------- - 356,500 412,500 440,500 532,500 700,000 700,000 1,024,000 912,000 1,722,017 1,885,988 2,519,060 2,457,167 364,743 ----------------------------- Not a KMP in 2017 -------------------------- 159,658 74,500 498,439 412,570 427,500 517,500 395,500 485,000 872,508 810,138 816,000 750,000 700,000 700,000 2,146,339 2,160,244 2,007,332 2,020,701 1,722,017 1,885,988 Former Group Executive Alexandra Holcomb7 Chief Risk Officer 1 The value of deferred STVR (granted as restricted shares or unhurdled share rights) is 50% of the total STVR award for the year. The number of 411,000 532,500 944,000 944,000 2018 2017 2,322,222 2,543,391 restricted shares granted is determined by reference to the five day volume weighted average share price (VWAP) up to and including the grant date. This is adjusted for non-payment of dividends over the vesting period for unhurdled share rights. The five day VWAP for the 2017 award was $31.46. 2 For the purposes of determining the number of performance share rights to grant, the Board Remuneration Committee caps the fair value at a maximum discount of 60% of the share price at the start of the performance period. The fair value of the 2018 and 2017 awards were capped at $12.79 and $11.95 respectively. 3 The face value is calculated by multiplying the number of performance share rights granted during the year by the five day VWAP up to and including the grant date. For the 2018 awards, the five day VWAP was $31.46, and for the 2017 awards, the five day VWAP was $32.20. 4 Peter King was the Chief Financial Officer until 25 June 2018 when he was appointed as the Acting Chief Risk Officer. 5 David Lees commenced his KMP role as the Acting Chief Financial Officer on 25 June 2018. 6 Carolyn McCann commenced her KMP role as the Group Executive, Customer & Corporate Relations on 18 June 2018. 7 Alexandra Holcomb ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. David McLean, Chief Executive Officer, Westpac New Zealand Limited Christine Parker, Group Executive, Human Resources, Corporate Affairs & Sustainability Gary Thursby, Group Executive, Strategy & Enterprise Services 56 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 57 STVR awards are determined with reference to an assessment of performance against a balanced scorecard. The Board and the Board Remuneration Committee recognise that the scorecard approach may not always appropriately reflect overall performance of the Group. For 2018, the scorecard was split into two sections to support decision making and enhance disclosure in relation to the Board’s application of discretion when determining STVR outcomes.  Focus areas: This includes consideration of financial and non-financial measures aligned to Westpac’s key strategic priorities to support an initial scorecard result. In assessing outcomes for each focus area, a number of factors are taken into account. For example:  matters not known or not relevant at the beginning of the performance period which are relevant to the under or over performance of the employee over the performance period; the degree of difficulty associated with achieving the targets that had been set in the scorecard (and the context of  whether the budgetary assumptions that were present when performance targets were set remain correct (and whether the financial environment is better or worse compared with those assumptions); and comparisons with the performance of Westpac’s main competitors having regard to major shareholder and customer benchmarks as well as the composition and/or consistency of financial result performance.  Modifier: This includes further consideration of significant matters not covered in the focus areas, including behaviour, people management matters, risk and reputation matters, and any other matters determined by the Board, as a tool to support the adjustment of the overall scorecard result upwards or downwards (including to nil). Group balanced scorecard – Chief Executive Officer performance objectives The table below sets out the Group balanced scorecard for 2018 which forms the CEO scorecard and the resulting outcomes those targets);   against stretching targets. divisional or functional measures. Westpac’s strategic priorities are cascaded from the CEO’s scorecard to Group Executive scorecards in combination with other Focus areas Economic performance (40%) Delivering long term returns for our shareholders through high quality and consistent financial results Balance sheet management (10%) Holding sufficient capital and liquidity to remain strong, meet regulatory requirements and support growth Risk management (10%) Ensuring we are and remain strong Commentary million.  Delivered economic profit of $3,444 million and a ROE of 13.00% at the bottom of the 13-14% range that we seek to achieve. Cash earnings were flat at $8,065  Core earnings decreased 1% including the impact of infrequent items. Excluding the impact of these items, core earnings grew 1%. Customer deposit growth of 6% funded lending growth of 4%. Margins increased 2bps over the year.  Expenses increased 5% impacted by infrequent items. Excluding these items, operating expenses increased 3% including higher regulatory and compliance costs, costs associated with the Royal Commission and investment related spend. Productivity benefits increased 16% to $304 million more than offsetting growth in operating costs. Outcome TARGET MAX  Further strengthened funding and liquidity with an increase in the Group’s Net Stable Funding Ratio to 114% and Liquidity Coverage Ratio to 133%, exceeding the target TARGET MAX and regulatory requirements.  Maintained ‘unquestionably strong’ capital levels with Common Equity Tier 1 Capital at 10.6%, including absorbing regulatory measurement changes of 30 basis points for mortgage risk weights and operational risk RWA.  Achieved housing balance sheet growth of 4%.    Remained within the Group Risk Appetite overall; financial risks continue to be managed well while the management of non-financial risks requires further TARGET MAX  Maintained sound credit quality across the portfolio, with ratio of stressed assets to total committed exposures at 1.1%. Balance sheet settings, liquidity and market risks improvement. are within appetite.  Ongoing significant focus on resolving and remediating compliance, regulatory and customer issues, including enhancing risk management of sales practices, product design and maintenance and financial crime systems and processes. Name Brian Hartzer Managing Director & Chief Executive Officer Current Group Executives Lyn Cobley Chief Executive, Westpac Institutional Bank Brad Cooper Chief Executive Officer, BT Financial Group Dave Curran Chief Information Officer George Frazis Chief Executive, Consumer Bank Acting Chief Risk Officer Peter King4 David Lees5 Acting Chief Financial Officer Rebecca Lim David Lindberg Chief Executive, Business Bank Carolyn McCann6 Group Executive, Compliance, Legal & Secretariat David McLean Chief Executive Officer, Westpac New Zealand Limited Christine Parker Group Executive, Human Resources Gary Thursby Group Executive, Strategy & Enterprise Services Former Group Executive Alexandra Holcomb7 Chief Risk Officer Deferred STVR award 1 $ 1,040,825 1,490,730 LTVR award 2 $ 2,528,000 2,528,000 1,056,000 1,056,000 1,050,000 1,050,000 992,000 896,000 1,000,000 1,000,000 1,024,000 1,024,000 - 700,000 700,000 1,024,000 912,000 159,658 872,508 810,138 816,000 750,000 700,000 700,000 944,000 944,000 465,500 640,000 400,000 792,500 485,000 552,500 480,000 872,500 517,000 615,000 90,500 356,500 412,500 440,500 532,500 74,500 498,439 412,570 427,500 517,500 395,500 485,000 411,000 532,500 3 $ 6,218,959 6,811,269 2,597,783 2,845,209 2,582,994 2,829,046 2,440,337 2,414,087 2,460,034 2,694,332 2,519,060 2,758,984 - 1,722,017 1,885,988 2,519,060 2,457,167 364,743 2,146,339 2,160,244 2,007,332 2,020,701 1,722,017 1,885,988 2,322,222 2,543,391 ----------------------------- Not a KMP in 2017 -------------------------- 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 Group Executive, Customer & Corporate Relations ----------------------------- Not a KMP in 2017 -------------------------- 1 The value of deferred STVR (granted as restricted shares or unhurdled share rights) is 50% of the total STVR award for the year. The number of restricted shares granted is determined by reference to the five day volume weighted average share price (VWAP) up to and including the grant date. This is adjusted for non-payment of dividends over the vesting period for unhurdled share rights. The five day VWAP for the 2017 award was $31.46. 2 For the purposes of determining the number of performance share rights to grant, the Board Remuneration Committee caps the fair value at a maximum discount of 60% of the share price at the start of the performance period. The fair value of the 2018 and 2017 awards were capped at $12.79 and $11.95 respectively. 3 The face value is calculated by multiplying the number of performance share rights granted during the year by the five day VWAP up to and including the grant date. For the 2018 awards, the five day VWAP was $31.46, and for the 2017 awards, the five day VWAP was $32.20. 4 Peter King was the Chief Financial Officer until 25 June 2018 when he was appointed as the Acting Chief Risk Officer. 5 David Lees commenced his KMP role as the Acting Chief Financial Officer on 25 June 2018. 6 Carolyn McCann commenced her KMP role as the Group Executive, Customer & Corporate Relations on 18 June 2018. 7 Alexandra Holcomb ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. David McLean, Chief Executive Officer, Westpac New Zealand Limited Christine Parker, Group Executive, Human Resources, Corporate Affairs & Sustainability Gary Thursby, Group Executive, Strategy & Enterprise Services Directors’ report Directors’ report 4.2. Chief Executive Officer and Group Executive remuneration – equity awarded 4.3. Summary of 2018 Short Term Variable Reward outcomes The table below shows the value of equity awarded under the STVR and LTVR plans in respect of 2018 and 2017. The final value of equity received by the CEO and Group Executives will depend on the share price at the time of vesting and the number of restricted shares or share rights that vest, subject to performance hurdles (where applicable), continued service and malus provisions. The value of equity differs from the disclosure in Section 7 which is prepared in accordance with the AAS. Assessment approach STVR awards are determined with reference to an assessment of performance against a balanced scorecard. The Board and the Board Remuneration Committee recognise that the scorecard approach may not always appropriately reflect overall performance of the Group. For 2018, the scorecard was split into two sections to support decision making and enhance disclosure in relation to the Board’s application of discretion when determining STVR outcomes. 1 Fair value Face value  Focus areas: This includes consideration of financial and non-financial measures aligned to Westpac’s key strategic priorities to support an initial scorecard result. In assessing outcomes for each focus area, a number of factors are taken into account. For example:  matters not known or not relevant at the beginning of the performance period which are relevant to the under or over performance of the employee over the performance period;  the degree of difficulty associated with achieving the targets that had been set in the scorecard (and the context of those targets);  whether the budgetary assumptions that were present when performance targets were set remain correct (and whether the financial environment is better or worse compared with those assumptions); and  comparisons with the performance of Westpac’s main competitors having regard to major shareholder and customer benchmarks as well as the composition and/or consistency of financial result performance.  Modifier: This includes further consideration of significant matters not covered in the focus areas, including behaviour, people management matters, risk and reputation matters, and any other matters determined by the Board, as a tool to support the adjustment of the overall scorecard result upwards or downwards (including to nil). Group balanced scorecard – Chief Executive Officer performance objectives The table below sets out the Group balanced scorecard for 2018 which forms the CEO scorecard and the resulting outcomes against stretching targets. Westpac’s strategic priorities are cascaded from the CEO’s scorecard to Group Executive scorecards in combination with other divisional or functional measures. Focus areas Economic performance (40%) Delivering long term returns for our shareholders through high quality and consistent financial results Balance sheet management (10%) Holding sufficient capital and liquidity to remain strong, meet regulatory requirements and support growth Risk management (10%) Ensuring we are and remain strong Commentary  Delivered economic profit of $3,444 million and a ROE of 13.00% at the bottom of the 13-14% range that we seek to achieve. Cash earnings were flat at $8,065 million.  Core earnings decreased 1% including the impact of infrequent items. Excluding the impact of these items, core earnings grew 1%. Customer deposit growth of 6% funded lending growth of 4%. Margins increased 2bps over the year.  Expenses increased 5% impacted by infrequent items. Excluding these items, operating expenses increased 3% including higher regulatory and compliance costs, costs associated with the Royal Commission and investment related spend. Productivity benefits increased 16% to $304 million more than offsetting growth in operating costs.   Further strengthened funding and liquidity with an increase in the Group’s Net Stable Funding Ratio to 114% and Liquidity Coverage Ratio to 133%, exceeding the target and regulatory requirements.  Maintained ‘unquestionably strong’ capital levels with Common Equity Tier 1 Capital at 10.6%, including absorbing regulatory measurement changes of 30 basis points for mortgage risk weights and operational risk RWA.  Achieved housing balance sheet growth of 4%.   Remained within the Group Risk Appetite overall; financial risks continue to be managed well while the management of non-financial risks requires further improvement.  Maintained sound credit quality across the portfolio, with ratio of stressed assets to total committed exposures at 1.1%. Balance sheet settings, liquidity and market risks are within appetite.  Ongoing significant focus on resolving and remediating compliance, regulatory and customer issues, including enhancing risk management of sales practices, product design and maintenance and financial crime systems and processes. Outcome TARGET MAX TARGET MAX TARGET MAX 56 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 57 Directors’ report Focus areas (continued) Customer outcomes (15%) Helping our customers, communities and people to prosper and grow by delivering great customer outcomes, and by securing the Group’s future Commentary  Delivered significant improvements in service quality for our customers resulting in solid customer growth and an improvement in net promoter scores (NPS). Business Bank finished the year as Number 1 on both Customer Satisfaction and NPS and Consumer Bank ranked Number 2 on NPS.  Continued to roll out new, market-leading digital innovations for our customers including, but not limited to, Mobile Cheque Deposit, conversational banking through Siri, Amazon, Alexa and Google Home, and digital mortgage origination.  Took a leading role in achieving ASIC approval of the new Banking Code of Practice, offering enhanced commitments and protections to our customers.  Continued to implement the “Get it Right. Put it Right” initiative to identify and fix legacy issues.  Closed out more than a third (250) of outstanding Financial Ombudsman Service Australia matters.  While improvements have been made across the organisation to deliver better customer outcomes, the Royal Commission has also highlighted certain areas where we need to do more to meet the needs of customers and the community. The Board believes it is appropriate to ensure executive accountability and has reduced the overall result for this focus area by 25%.  Outcome TARGET MAX Short Term Variable Reward outcomes for 2018 The table below sets out the CEO and Group Executive STVR outcomes for 2018 as determined by the Board using the balanced scorecard outcomes, including the modifier. STVR award STVR award Cash STVR Target STVR opportunity (as % of target) (as % of maximum) award (50%) Deferred STVR award (50%) Directors’ report Brian Hartzer 2,686,000 77.5% 52% 1,040,825 1,040,825 Customer service transformation (15%) Creating superior customer experiences for each customer, every time People and culture (10%) Delivering key people initiatives that drive further the Group’s change agenda  Transformation of complaint handling through the establishment of our new TARGET MAX Customer and Corporate Relations division. This has resulted in a significant improvement in resolving longstanding customer issues and more proactive identification of ‘vulnerable’ customers. Consumer and Business Bank long dated complaints were reduced by 90%.  Undertook substantive work on alleviating the source of customer complaints through better designed products that meet the needs of customers. Completed a lifecycle review of certain products and made changes, including: removing grandfathered payments to salaried BT Financial Advisers benefitting more than 140,000 BT Financial Advice customers; and simplifying and lowering transaction fees for 1.3 million personal transaction account customers.  Continuing culture change across the Group with targeted messaging in People Leader Forums and Culture Immersion helping people to consider complaints as part of our Service Revolution.  Delivered key milestones in line with the Australian Banking Association’s 6 point plan which commenced in 2016.  Delivered customer benefits from the Service Revolution Transformation programs.  In line with the approach taken for the customer outcomes focus area, the Board also decided to reduce the overall result for the customer service transformation focus area by 25%.  Delivered significant milestones as part of our Workforce Revolution Program.  Maintained 50% Women in Leadership and our female General Manager population has increased over the last two years from 39% in 2016 to 47% in 2018.  Continued to strengthen our culture through initiatives including: conducting the Navigate program which was held for all employees and led by the CEO, to review and recommit to our Group Compass which articulates our values, service standards, code of conduct, and expectations of standards of behaviour and ethical treatment of our customers; launching ‘Recruit for Culture Fit’ tools designed to help ensure new recruits fit our service culture; holding various leadership development programs; refreshing our values and code of conduct; and rolling out a Group Consequence Management Framework.  Accelerated implementation of the Sedgwick review recommendations for employees which means that variable reward for Consumer and Business Bank customer facing employees is further weighted towards service and doing the right thing, rather than product sales. TARGET MAX 1,003,000 82% 55% 411,000 411,000 1 Peter King was the Chief Financial Officer until 25 June 2018 when he was appointed as the Acting Chief Risk Officer. 2 David Lees commenced his KMP role as the Acting Chief Financial Officer on 25 June 2018 and was not considered KMP prior to his appointment. His target STVR opportunity has been apportioned to reflect his time in a Group Executive role. 3 Carolyn McCann commenced her KMP role as the Group Executive, Customer & Corporate Relations on 18 June 2018. Her target STVR opportunity has been apportioned to reflect her time in a Group Executive role. 4 Alexandra Holcomb ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. Her target STVR opportunity was assessed on a full year basis. Name Managing Director & Chief Executive Officer Current Group Executives Chief Executive, Westpac Institutional Bank Lyn Cobley Brad Cooper Chief Executive Officer, BT Financial Group Dave Curran Chief Information Officer George Frazis Chief Executive, Consumer Bank Peter King1 Acting Chief Risk Officer David Lees2 Acting Chief Financial Officer Rebecca Lim David Lindberg Chief Executive, Business Bank Carolyn McCann3 David McLean Limited Christine Parker Gary Thursby Group Executive, Compliance, Legal & Secretariat Group Executive, Customer & Corporate Relations Group Executive, Human Resources Group Executive, Strategy & Enterprise Services Former Group Executive Alexandra Holcomb4 Chief Risk Officer 181,250 100% 67% 90,500 90,500 1,122,000 1,600,000 1,054,000 1,600,000 1,088,000 750,000 1,088,000 161,875 900,000 860,000 83% 50% 92% 60% 95% 95% 81% 92% 95% 92% 55% 465,500 465,500 33% 400,000 400,000 61% 485,000 485,000 40% 480,000 480,000 63% 517,000 517,000 63% 356,500 356,500 54% 440,500 440,500 61% 74,500 74,500 63% 427,500 427,500 61% 395,500 395,500 Chief Executive Officer, Westpac New Zealand 905,919 110% 73% 498,439 498,439 Modifier In addition to qualitative downward adjustments made in assessing performance against the scorecard outcomes for the customer outcomes and customer service transformation focus areas, the Board applied a further reduction of 15% to the CEO’s scorecard outcome (which equates to 13.5% of the target opportunity) based on an overall assessment of risk and reputation matters. 58 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 59 Outcome TARGET MAX TARGET MAX Directors’ report Focus areas (continued) Commentary Customer outcomes (15%) Helping our customers, communities and people to prosper and grow by delivering great customer outcomes, and by securing the Group’s future  Delivered significant improvements in service quality for our customers resulting in solid customer growth and an improvement in net promoter scores (NPS). Business Bank finished the year as Number 1 on both Customer Satisfaction and NPS and Consumer Bank ranked Number 2 on NPS.  Continued to roll out new, market-leading digital innovations for our customers including, but not limited to, Mobile Cheque Deposit, conversational banking through Siri, Amazon, Alexa and Google Home, and digital mortgage origination.  Took a leading role in achieving ASIC approval of the new Banking Code of Practice, offering enhanced commitments and protections to our customers.  Continued to implement the “Get it Right. Put it Right” initiative to identify and fix Customer service transformation (15%) Creating superior customer experiences for each customer, every time People and culture (10%) Delivering key people initiatives that drive further the Group’s change agenda legacy issues. Australia matters.  Closed out more than a third (250) of outstanding Financial Ombudsman Service  While improvements have been made across the organisation to deliver better customer outcomes, the Royal Commission has also highlighted certain areas where we need to do more to meet the needs of customers and the community. The Board believes it is appropriate to ensure executive accountability and has reduced the overall result for this focus area by 25%.   Transformation of complaint handling through the establishment of our new Customer and Corporate Relations division. This has resulted in a significant improvement in resolving longstanding customer issues and more proactive identification of ‘vulnerable’ customers. Consumer and Business Bank long dated complaints were reduced by 90%.  Undertook substantive work on alleviating the source of customer complaints through better designed products that meet the needs of customers. Completed a lifecycle review of certain products and made changes, including: removing grandfathered payments to salaried BT Financial Advisers benefitting more than 140,000 BT Financial Advice customers; and simplifying and lowering transaction fees for 1.3 million personal transaction account customers.  Continuing culture change across the Group with targeted messaging in People Leader Forums and Culture Immersion helping people to consider complaints as  Delivered key milestones in line with the Australian Banking Association’s 6 point part of our Service Revolution. plan which commenced in 2016.  Delivered customer benefits from the Service Revolution Transformation programs.  In line with the approach taken for the customer outcomes focus area, the Board also decided to reduce the overall result for the customer service transformation focus area by 25%.  Delivered significant milestones as part of our Workforce Revolution Program.  Maintained 50% Women in Leadership and our female General Manager population has increased over the last two years from 39% in 2016 to 47% in 2018.  Continued to strengthen our culture through initiatives including: conducting the Navigate program which was held for all employees and led by the CEO, to review and recommit to our Group Compass which articulates our values, service standards, code of conduct, and expectations of standards of behaviour and ethical treatment of our customers; launching ‘Recruit for Culture Fit’ tools designed to help ensure new recruits fit our service culture; holding various leadership development programs; refreshing our values and code of conduct; and rolling out a Group Consequence Management Framework.  Accelerated implementation of the Sedgwick review recommendations for employees which means that variable reward for Consumer and Business Bank customer facing employees is further weighted towards service and doing the right thing, rather than product sales. Modifier In addition to qualitative downward adjustments made in assessing performance against the scorecard outcomes for the customer outcomes and customer service transformation focus areas, the Board applied a further reduction of 15% to the CEO’s scorecard outcome (which equates to 13.5% of the target opportunity) based on an overall assessment of risk and reputation matters. Directors’ report Short Term Variable Reward outcomes for 2018 The table below sets out the CEO and Group Executive STVR outcomes for 2018 as determined by the Board using the balanced scorecard outcomes, including the modifier. Name Managing Director & Chief Executive Officer Target STVR opportunity STVR award (as % of target) STVR award (as % of maximum) Cash STVR award (50%) Deferred STVR award (50%) 1 Brian Hartzer 2,686,000 77.5% 52% 1,040,825 1,040,825 Current Group Executives Lyn Cobley Chief Executive, Westpac Institutional Bank Brad Cooper Chief Executive Officer, BT Financial Group Dave Curran Chief Information Officer George Frazis Chief Executive, Consumer Bank Peter King1 Acting Chief Risk Officer David Lees2 Acting Chief Financial Officer Rebecca Lim Group Executive, Compliance, Legal & Secretariat David Lindberg Chief Executive, Business Bank Carolyn McCann3 Group Executive, Customer & Corporate Relations David McLean Chief Executive Officer, Westpac New Zealand Limited Christine Parker Group Executive, Human Resources Gary Thursby Group Executive, Strategy & Enterprise Services Former Group Executive Alexandra Holcomb4 Chief Risk Officer 1,122,000 1,600,000 1,054,000 1,600,000 1,088,000 83% 50% 92% 60% 95% 55% 465,500 465,500 33% 400,000 400,000 61% 485,000 485,000 40% 480,000 480,000 63% 517,000 517,000 181,250 100% 67% 90,500 90,500 750,000 1,088,000 161,875 95% 81% 92% 63% 356,500 356,500 54% 440,500 440,500 61% 74,500 74,500 905,919 110% 73% 498,439 498,439 900,000 860,000 95% 92% 63% 427,500 427,500 61% 395,500 395,500 1,003,000 82% 55% 411,000 411,000 TARGET MAX 1 Peter King was the Chief Financial Officer until 25 June 2018 when he was appointed as the Acting Chief Risk Officer. 2 David Lees commenced his KMP role as the Acting Chief Financial Officer on 25 June 2018 and was not considered KMP prior to his appointment. His target STVR opportunity has been apportioned to reflect his time in a Group Executive role. 3 Carolyn McCann commenced her KMP role as the Group Executive, Customer & Corporate Relations on 18 June 2018. Her target STVR opportunity has been apportioned to reflect her time in a Group Executive role. 4 Alexandra Holcomb ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. Her target STVR opportunity was assessed on a full year basis. 58 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 59 Directors’ report Directors’ report 4.4. Summary of Long Term Variable Reward vesting outcomes 4.5. Aligning pay with performance and shareholder return – five year perspective The table below shows the vesting outcomes for LTVR awards to the CEO and Group Executives that reached the end of their performance periods in 2018 and 2017. Award Performance hurdle Commencement date1 Test date Threshold Maximum Outcome % vested % lapsed Performance range 2015 LTVR 2014 LTVR TSR 50% of award EPS 50% of award TSR 50% of award EPS 50% of award 1 October 2014 1 October 2018 Equal to composite TSR index Exceeds composite TSR index by 21.55 (i.e. 5% CAGR2) Westpac: 8.35 Index: 26.54 0% 100% 1 October 2014 1 October 20173 4.0% CAGR 6.0% CAGR (0.8%) CAGR 0% 100% 1 October 2014 1 October 2017 50th percentile 75th percentile 20th percentile 0% 100% 1 October 2014 1 October 2017 5.0% CAGR 7.0% CAGR (0.8%) CAGR 0% 100% 1 Commencement date is the start of the performance period. The 2014 and 2015 LTVR were granted to Group Executives on 3 December 2014. The 2015 LTVR was granted to the CEO on 11 December 2015. 2 Compound annual growth rate. 3 The EPS hurdled performance share rights reached the end of their performance period on 30 September 2017 and were subject to an additional one year holding lock through to 30 September 2018. Other equity vested during 2018 Lyn Cobley had 18,115 restricted shares granted under the Restricted Share Plan which vested in July 2018. The restricted shares were allocated in respect of equity forfeited from her previous employer on joining Westpac. The table below summarises key performance indicators for the Group and variable reward outcomes over the last five years. CEO STVR award (% of target) LTVR award (% vested) Cash earnings ($m) Economic profit ($m) ROE TSR – three years TSR – five years Share price – high Share price – low Share price – close Dividends per Westpac share (cents) Cash earnings per Westpac share1 Year ended 30 September 2017 111% 0% 8,062 3,774 13.77% 11.79% 81.32% 188 $2.40 $35.39 $28.92 $31.92 2016 97% 0% 7,822 3,774 14.00% 15.24% 100.72% 188 $2.35 $33.74 $27.57 $29.51 2015 108% 36% 7,820 4,418 15.80% 62.30% 92.78% 187 $2.48 $40.07 $29.10 $29.70 2014 127% 72% 7,628 4,491 16.40% 102.03% 103.74% 182 $2.45 $35.99 $30.00 $32.14 1 Cash earnings are not prepared in accordance with AAS and have not been subject to audit. Graph 1: Cash earnings and CEO STVR award (2014 to 2018) Graph 2: Cash earnings per share performance and average share count (2014 to 2018) 2018 77.5% 0% 8,065 3,444 13.00% 8.27% 25.67% 188 $2.36 $33.68 $27.24 $27.93 150 140 130 120 110 100 90 80 70 60 50 f o % ( O E C e h t r o f d r a w a R V T S ) t e g r a t ) s t n e c ( e r a h s r e p s g n i n r a e h s a C 255 250 245 240 235 230 225 220 215 ) % ( y t i u q e n o n r u t e R 17 16 15 14 13 12 11 10 ) m $ ( s g n i n r a e h s a C 8,200 8,000 7,800 7,600 7,400 7,200 7,000 50 40 30 20 10 0 (10) ) % ( n r u t e r r e d l o h e r a h s l a t o T 2014 2015 2016 2017 2018 Cash earnings ($m) STVR award for the CEO (% of target) 2014 2015 2016 2017 2018 Cash earnings per share (cents) Average share count (m) Graph 3: Total shareholder return (from 1 October 2013) Graph 4: Return on equity and LTVR vesting (2014 to 2018) Oct 13 Oct 14 Oct 15 Oct 16 Oct 17 Oct 18 2014 2015 2016 2017 2018 Peer 1 Peer 2 Peer 3 Westpac Return on equity (%) LTVR award (% vested) 3,500 3,300 3,100 2,900 2,700 2,500 ) m ( t n u o c e r a h s e g a r e v A 80% 70% 60% 50% 40% 30% 20% 10% 0% ) d e t s e v % ( d r a w a R V T L 60 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 61 Directors’ report performance periods in 2018 and 2017. Performance Commencement Award hurdle date1 TSR EPS TSR EPS 50% of award 2015 LTVR 50% of award 50% of award 2014 LTVR 50% of award Performance range Test date Threshold Maximum Outcome % vested % lapsed 1 October 2014 1 October 2018 composite TSR 0% 100% Equal to index Exceeds composite TSR index by 21.55 (i.e. 5% CAGR2) Westpac: 8.35 Index: 26.54 1 October 2014 1 October 20173 4.0% CAGR 6.0% CAGR (0.8%) CAGR 0% 100% 1 October 2014 1 October 2017 50th percentile 75th percentile 20th percentile 0% 100% 1 October 2014 1 October 2017 5.0% CAGR 7.0% CAGR (0.8%) CAGR 0% 100% 1 Commencement date is the start of the performance period. The 2014 and 2015 LTVR were granted to Group Executives on 3 December 2014. The 3 The EPS hurdled performance share rights reached the end of their performance period on 30 September 2017 and were subject to an additional one 2015 LTVR was granted to the CEO on 11 December 2015. 2 Compound annual growth rate. year holding lock through to 30 September 2018. Other equity vested during 2018 Lyn Cobley had 18,115 restricted shares granted under the Restricted Share Plan which vested in July 2018. The restricted shares were allocated in respect of equity forfeited from her previous employer on joining Westpac. 4.4. Summary of Long Term Variable Reward vesting outcomes 4.5. Aligning pay with performance and shareholder return – five year perspective The table below shows the vesting outcomes for LTVR awards to the CEO and Group Executives that reached the end of their The table below summarises key performance indicators for the Group and variable reward outcomes over the last five years. Year ended 30 September 1 Directors’ report CEO STVR award (% of target) LTVR award (% vested) Cash earnings ($m) Economic profit ($m) ROE TSR – three years TSR – five years Dividends per Westpac share (cents) Cash earnings per Westpac share1 Share price – high Share price – low 2018 77.5% 0% 8,065 3,444 13.00% 8.27% 25.67% 188 $2.36 $33.68 $27.24 2017 111% 0% 8,062 3,774 13.77% 11.79% 81.32% 188 $2.40 $35.39 $28.92 Share price – close 1 Cash earnings are not prepared in accordance with AAS and have not been subject to audit. $31.92 $27.93 2016 97% 0% 7,822 3,774 14.00% 15.24% 100.72% 188 $2.35 $33.74 $27.57 $29.51 2015 108% 36% 7,820 4,418 15.80% 62.30% 92.78% 187 $2.48 $40.07 $29.10 $29.70 2014 127% 72% 7,628 4,491 16.40% 102.03% 103.74% 182 $2.45 $35.99 $30.00 $32.14 Graph 1: Cash earnings and CEO STVR award (2014 to 2018) Graph 2: Cash earnings per share performance and average share count (2014 to 2018) ) m $ ( i s g n n r a e h s a C 8,200 8,000 7,800 7,600 7,400 7,200 7,000 150 140 130 120 110 100 90 80 70 60 50 f o % ( O E C e h t r o f d r a w a R V T S ) t e g r a t ) s t n e c ( e r a h s i r e p s g n n r a e h s a C 255 250 245 240 235 230 225 220 215 3,500 3,300 3,100 2,900 2,700 2,500 ) m ( t n u o c e r a h s e g a r e v A 2014 2015 2016 2017 2018 Cash earnings ($m) STVR award for the CEO (% of target) 2014 2015 2016 2017 2018 Cash earnings per share (cents) Average share count (m) Graph 3: Total shareholder return (from 1 October 2013) Graph 4: Return on equity and LTVR vesting (2014 to 2018) 50 40 30 20 10 0 ) % ( n r u t e r l r e d o h e r a h s l a t o T (10) ) % ( y t i u q e n o n r u t e R 17 16 15 14 13 12 11 10 80% 70% 60% 50% 40% 30% 20% 10% 0% ) d e t s e v % ( d r a w a R V T L Oct 13 Oct 14 Oct 15 Oct 16 Oct 17 Oct 18 2014 2015 2016 2017 2018 Peer 1 Peer 2 Peer 3 Westpac Return on equity (%) LTVR award (% vested) 60 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 61 Directors’ report Directors’ report 5. Further detail on the 2018 Chief Executive Officer and Group Executive total reward framework 2018 Long Term Variable Reward Plan (continued) 5.1. Fixed remuneration Fixed remuneration is set based on market benchmarks within the financial services industry. The Board also takes into account the size, responsibilities and complexity of the role, as well as the skills and experience of the executive. 5.2. Short Term Variable Reward The table below sets out the key design features of the 2018 STVR plan. Plan structure Target opportunity Maximum opportunity Performance measures Assessment of performance outcomes 2018 Short Term Variable Reward Plan 50% of STVR is awarded in cash and 50% is deferred into equity in the form of restricted shares (or unhurdled share rights for the Group Executive based outside Australia). The deferred STVR vests in equal portions one and two years after the grant date, subject to continued service and malus provisions. Dividends are paid on restricted shares from the grant date. The 2018 plan structure remains unchanged from 2017. The target opportunity for the CEO and Group Executives is expressed as a percentage of fixed remuneration. The target opportunity is set by the Board following recommendation from the Board Remuneration Committee. The Board and Board Remuneration Committee take into account a range of factors including market competitiveness and the nature of the role. Target opportunities range between 75% and 145% of fixed remuneration for the CEO and Group Executives. The maximum opportunity is 150% of the target opportunity. Performance is assessed against a balanced scorecard which contains financial and non-financial measures aligned to Westpac’s strategic priorities at a Group, divisional and individual level as relevant. Further information on focus areas for the 2018 scorecard is provided at Section 4.3. Deferred STVR awards recognise past performance and are not subject to any further conditions, other than continued service and malus provisions. The Board determines STVR awards for the CEO and Group Executives with reference to performance against individual scorecards, including an assessment of performance against measures under the focus areas and other significant matters not covered in the focus areas via the modifier. The Board has the ability to adjust awards upwards or downwards (including to nil) based on an overall assessment of behaviour, risk and reputation, and people management matters, and any other matters determined by the Board. In addition, the Board has the ability to apply malus to unvested deferred awards if having regard to circumstances or information which has come to light after the grant of the equity, all or part of the initial award was not justified. 5.3. Long Term Variable Reward The table below sets out the key design features of the 2018 LTVR Plan awarded in December 2017. 2018 Long Term Variable Reward Plan Plan structure Award opportunity LTVR is awarded in performance share rights which vest after four years subject to the achievement of performance hurdles, continued service and malus provisions. One performance share right entitles the holder to one ordinary share at the time of vesting with no exercise cost. Dividends are not accumulated on performance share rights. The value of LTVR awarded to the CEO and Group Executives is expressed as a percentage of fixed remuneration. The value of LTVR is set by the Board following recommendation from the Board Remuneration Committee. LTVR opportunities range between 75% and 95% of fixed remuneration for the CEO and Group Executives. Allocation methodology The number of performance share rights each executive receives is determined by dividing the dollar value of the LTVR award by the fair value of the performance share rights at the beginning of the performance period. The fair value of the performance share rights is determined by an independent valuer using a Monte Carlo simulation pricing model, taking into consideration the life of the awards, the performance hurdles and likelihood of vesting, non-payment of dividends prior to vesting and appropriate discount rates. The Board Remuneration Committee caps the valuation at a maximum discount of 60% of the share price. The value of a TSR hurdled performance share right may be different to the value of a ROE hurdled share performance right. Performance hurdles Total shareholder return 50% of the award Return on equity 50% of the award The performance hurdle measures Westpac’s TSR The performance hurdle measures the average cash performance over a four year period against a return on average ordinary equity over a three year composite index. performance period. TSR is a measure of the total return delivered to The performance hurdle aims to reward the shareholders over the performance period assuming achievement of returns above Westpac’s cost of dividends are reinvested. The composite index is comprised of a group of ten peers with more weight placed on the three other major Australian banks. At the end of the performance period, TSR performance of each index company is multiplied by its index weighting, and the total of the ten scores determines the composite TSR index. 50% will vest if Westpac’s TSR performance equals the composite TSR index. For 100% to vest, Westpac’s TSR outcome must exceed the index by 21.55 (i.e. 5% compound annual growth over the four year performance period) as illustrated below. capital while generating shareholder value and improving how efficiently the Group uses capital resources within its risk appetite. Performance share rights subject to ROE performance will be tested against the performance hurdle on 30 September 2020 and will be subject to an additional one year holding lock through to 30 September 2021. The graph below shows the performance levels required for the ROE performance share rights to vest. Total shareholder return vesting Return on equity vesting g n i t s e v n o i t a c o l l a f o % 100 75 50 25 0 g n i t s e v n o i t a c o l l a f o % 100 75 50 25 0 Index Index exceeded by 21.55 13.25% 14.25% TSR performance ROE performance The companies in the 2018 peer group and their relative weightings are: TSR index weighting Company ANZ Banking Group Commonwealth Bank National Australia Bank AMP Bank of Queensland Bendigo and Adelaide Bank Challenger Macquarie Group Perpetual Suncorp Group 16.67% 16.67% 16.67% 7.14% 7.14% 7.14% 7.14% 7.14% 7.14% 7.14% 62 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 63 Directors’ report 5.1. Fixed remuneration Fixed remuneration is set based on market benchmarks within the financial services industry. The Board also takes into account the size, responsibilities and complexity of the role, as well as the skills and experience of the executive. 5.2. Short Term Variable Reward The table below sets out the key design features of the 2018 STVR plan. 2018 Short Term Variable Reward Plan Plan structure 50% of STVR is awarded in cash and 50% is deferred into equity in the form of restricted shares (or unhurdled share rights for the Group Executive based outside Australia). The deferred STVR vests in equal portions one and two years after the grant date, subject to continued service and malus provisions. Dividends are paid on restricted shares from the grant date. The 2018 plan structure remains unchanged from 2017. Target opportunity The target opportunity for the CEO and Group Executives is expressed as a percentage of fixed remuneration. The target opportunity is set by the Board following recommendation from the Board Remuneration Committee. The Board and Board Remuneration Committee take into account a range of factors including market competitiveness and the nature of the role. Target opportunities range between 75% and 145% of fixed remuneration for the CEO and Group Executives. The maximum opportunity is 150% of the target opportunity. Performance is assessed against a balanced scorecard which contains financial and non-financial measures aligned to Westpac’s strategic priorities at a Group, divisional and individual level as relevant. Further information on focus areas for the 2018 scorecard is provided at Section 4.3. Deferred STVR awards recognise past performance and are not subject to any further conditions, other than continued service and malus provisions. Assessment The Board determines STVR awards for the CEO and Group Executives with reference to performance against individual scorecards, including an assessment of performance against measures under the focus areas and other significant matters not covered in the focus areas via the modifier. of performance outcomes The Board has the ability to adjust awards upwards or downwards (including to nil) based on an overall assessment of behaviour, risk and reputation, and people management matters, and any other matters determined by the Board. award was not justified In addition, the Board has the ability to apply malus to unvested deferred awards if having regard to circumstances or information which has come to light after the grant of the equity, all or part of the initial Maximum opportunity Performance measures 5.3. Long Term Variable Reward The table below sets out the key design features of the 2018 LTVR Plan awarded in December 2017. 2018 Long Term Variable Reward Plan Plan structure LTVR is awarded in performance share rights which vest after four years subject to the achievement of performance hurdles, continued service and malus provisions. One performance share right entitles the holder to one ordinary share at the time of vesting with no exercise cost. Dividends are not accumulated on performance share rights. Award opportunity The value of LTVR awarded to the CEO and Group Executives is expressed as a percentage of fixed remuneration. The value of LTVR is set by the Board following recommendation from the Board Remuneration Committee. LTVR opportunities range between 75% and 95% of fixed remuneration for the CEO and Group Executives. 5. Further detail on the 2018 Chief Executive Officer and Group Executive total reward framework 2018 Long Term Variable Reward Plan (continued) Directors’ report Allocation methodology The number of performance share rights each executive receives is determined by dividing the dollar value of the LTVR award by the fair value of the performance share rights at the beginning of the performance period. The fair value of the performance share rights is determined by an independent valuer using a Monte Carlo simulation pricing model, taking into consideration the life of the awards, the performance hurdles and likelihood of vesting, non-payment of dividends prior to vesting and appropriate discount rates. The Board Remuneration Committee caps the valuation at a maximum discount of 60% of the share price. The value of a TSR hurdled performance share right may be different to the value of a ROE hurdled share performance right. 1 Performance hurdles Total shareholder return 50% of the award Return on equity 50% of the award The performance hurdle measures Westpac’s TSR performance over a four year period against a composite index. TSR is a measure of the total return delivered to shareholders over the performance period assuming dividends are reinvested. The composite index is comprised of a group of ten peers with more weight placed on the three other major Australian banks. At the end of the performance period, TSR performance of each index company is multiplied by its index weighting, and the total of the ten scores determines the composite TSR index. 50% will vest if Westpac’s TSR performance equals the composite TSR index. For 100% to vest, Westpac’s TSR outcome must exceed the index by 21.55 (i.e. 5% compound annual growth over the four year performance period) as illustrated below. The performance hurdle measures the average cash return on average ordinary equity over a three year performance period. The performance hurdle aims to reward the achievement of returns above Westpac’s cost of capital while generating shareholder value and improving how efficiently the Group uses capital resources within its risk appetite. Performance share rights subject to ROE performance will be tested against the performance hurdle on 30 September 2020 and will be subject to an additional one year holding lock through to 30 September 2021. The graph below shows the performance levels required for the ROE performance share rights to vest. Total shareholder return vesting Return on equity vesting g n i t s e v n o i t a c o l l a f o % 100 75 50 25 0 g n i t s e v n o i t a c o l l a f o % 100 75 50 25 0 Index Index exceeded by 21.55 13.25% 14.25% TSR performance ROE performance The companies in the 2018 peer group and their relative weightings are: Company ANZ Banking Group Commonwealth Bank National Australia Bank AMP Bank of Queensland Bendigo and Adelaide Bank Challenger Macquarie Group Perpetual Suncorp Group TSR index weighting 16.67% 16.67% 16.67% 7.14% 7.14% 7.14% 7.14% 7.14% 7.14% 7.14% 62 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 63 Directors’ report Directors’ report 2018 Long Term Variable Reward Plan (continued) 5.4. Minimum shareholding requirements Assessment of performance outcomes Total shareholder return The TSR result is calculated independently to ensure objectivity and external validation before being provided to the Board to determine the vesting outcome. The Board may exercise discretion in determining the final vesting outcome. Performance share rights subject to TSR performance will be tested against the performance hurdle on 30 September 2021. Return on equity The ROE outcome is determined by the Board based on ROE disclosed in the Group’s results over the performance period. The Board may exercise discretion in determining the final vesting outcome. No re-testing There has been no re-testing of awards since 2011. No current award is subject to re-testing. Awards that have not vested after the measurement period lapse immediately. Early vesting For awards made after 1 October 2009, unvested awards may vest before a test date if the executive is no longer employed by the Group due to death or disability. In these cases, vesting is generally not subject to the performance hurdles being met. Treatment of awards on cessation of employment The Board has the discretion to determine the treatment of unvested performance share rights where the CEO or a Group Executive resigns, retires or otherwise leaves the Group before vesting occurs. The Board may choose to accelerate the vesting of performance share rights or leave the awards on foot for the remainder of the performance period. In exercising its discretion, the Board will take into account relevant circumstances including those relating to the departure. The Board also has the ability to adjust the number of performance share rights downwards (including to nil) in the event of misconduct, resulting in significant financial and/or reputational impact to the Group and in other circumstances considered appropriate. Where an executive acts fraudulently or dishonestly, or is in material breach of their obligations under the relevant equity plan, unexercised performance share rights (whether vested or unvested) will lapse unless the Board determines otherwise. The table below details LTVR awards currently on foot. Vesting date Performance hurdles 2016 LTVR award 30 September 2019  TSR performance against a weighted composite index of comparator companies (50%)  Cash EPS CAGR performance (50%) 2017 LTVR award 30 September 2020  TSR performance against a weighted composite index of comparator companies (50%)  Average ROE performance (50%) Further detail Refer to the 2016 Annual Report Refer to the 2017 Annual Report Long Term Variable Reward structure 2019 The LTVR structure for the 2019 award will retain the same design features as the 2018 award. The TSR hurdle, as detailed above, will remain unchanged in 2019. The performance range for the ROE component of the 2019 LTVR has been set at an average ROE of between 13% and 14%. The range is 25 basis points lower than the 2018 LTVR ROE target to reflect the current external environment including continuing competitive intensity, the ongoing cost of meeting regulatory requirements, further increases in capital requirements and the likelihood of higher impairment charges for the industry across the cycle. The Board retains the discretion to ensure that vesting outcomes deliver alignment between performance and shareholder outcomes. The CEO and Group Executives are required to build and maintain a substantial Westpac shareholding within five years of their appointment. The requirement supports alignment with shareholders’ interests. The table below sets out the minimum shareholding requirement for the CEO and Group Executives. Minimum shareholding requirement CEO Five times annual fixed remuneration excluding superannuation, equivalent to $12.26 million Group Executives Equivalent to $1.2 million The table below details whether the requirement is exceeded or if the executive has been in the role for the less than five years. Commencement date in CEO or minimum shareholding Group Executive role requirement Assessment against 2 February 2015 Less than five years in role Name Brian Hartzer Lyn Cobley Brad Cooper Managing Director & Chief Executive Officer Chief Executive, Westpac Institutional Bank Chief Executive Officer, BT Financial Group Dave Curran Chief Information Officer George Frazis Chief Executive, Consumer Bank Peter King Acting Chief Risk Officer Rebecca Lim David Lindberg Chief Executive, Business Bank Group Executive, Compliance, Legal & Secretariat Group Executive, Customer & Corporate Relations Carolyn McCann David McLean Chief Executive Officer, Westpac New Zealand Limited Christine Parker Group Executive, Human Resources Gary Thursby Group Executive, Strategy and Enterprise Services 5.5. Hedging policy 7 September 2015 1 October 2010 8 September 2014 5 March 2009 1 April 2014 1 October 2016 10 June 2015 18 June 2018 2 February 2015 1 October 2011 1 October 2016 Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Participants in Westpac’s equity plans are forbidden from entering, either directly or indirectly, into hedging arrangements for unvested awards in the STVR and LTVR plans. No financial products may be used to mitigate the risk associated with these awards. Any attempt to hedge awards will result in forfeiture and the Board may consider other disciplinary action. These restrictions satisfy the requirements of the Corporations Act which prohibits hedging of unvested awards. 64 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 65 Directors’ report Directors’ report 2018 Long Term Variable Reward Plan (continued) 5.4. Minimum shareholding requirements Assessment of performance outcomes Total shareholder return Return on equity The TSR result is calculated independently to The ROE outcome is determined by the Board based ensure objectivity and external validation before on ROE disclosed in the Group’s results over the being provided to the Board to determine the performance period. vesting outcome. The Board may exercise discretion in determining the The Board may exercise discretion in determining final vesting outcome. the final vesting outcome. Performance share rights subject to TSR performance will be tested against the performance hurdle on 30 September 2021. No re-testing There has been no re-testing of awards since 2011. No current award is subject to re-testing. Awards that have not vested after the measurement period lapse immediately. Early vesting For awards made after 1 October 2009, unvested awards may vest before a test date if the executive is no longer employed by the Group due to death or disability. In these cases, vesting is generally not subject to the performance hurdles being met. Treatment of awards on cessation of employment The Board has the discretion to determine the treatment of unvested performance share rights where the CEO or a Group Executive resigns, retires or otherwise leaves the Group before vesting occurs. The Board may choose to accelerate the vesting of performance share rights or leave the awards on foot for the remainder of the performance period. In exercising its discretion, the Board will take into account relevant circumstances including those relating to the departure. The Board also has the ability to adjust the number of performance share rights downwards (including to nil) in the event of misconduct, resulting in significant financial and/or reputational impact to the Group and in other circumstances considered appropriate. Where an executive acts fraudulently or dishonestly, or is in material breach of their obligations under the relevant equity plan, unexercised performance share rights (whether vested or unvested) will lapse unless the Board determines otherwise. The table below details LTVR awards currently on foot. Vesting date Performance hurdles 2016 LTVR award 30 September 2019  TSR performance against a weighted composite index of comparator companies (50%)  Cash EPS CAGR performance (50%) 2017 LTVR award 30 September 2020  TSR performance against a weighted composite index of comparator companies (50%)  Average ROE performance (50%) Further detail Refer to the 2016 Annual Report Refer to the 2017 Annual Report Long Term Variable Reward structure 2019 The LTVR structure for the 2019 award will retain the same design features as the 2018 award. The TSR hurdle, as detailed above, will remain unchanged in 2019. The performance range for the ROE component of the 2019 LTVR has been set at an average ROE of between 13% and 14%. The range is 25 basis points lower than the 2018 LTVR ROE target to reflect the current external environment including continuing competitive intensity, the ongoing cost of meeting regulatory requirements, further increases in capital requirements and the likelihood of higher impairment charges for the industry across the cycle. The Board retains the discretion to ensure that vesting outcomes deliver alignment between performance and shareholder outcomes. The CEO and Group Executives are required to build and maintain a substantial Westpac shareholding within five years of their appointment. The requirement supports alignment with shareholders’ interests. The table below sets out the minimum shareholding requirement for the CEO and Group Executives. 1 Minimum shareholding requirement CEO Five times annual fixed remuneration excluding superannuation, equivalent to $12.26 million Group Executives Equivalent to $1.2 million The table below details whether the requirement is exceeded or if the executive has been in the role for the less than five years. Name Brian Hartzer Managing Director & Chief Executive Officer Lyn Cobley Chief Executive, Westpac Institutional Bank Brad Cooper Chief Executive Officer, BT Financial Group Dave Curran Chief Information Officer George Frazis Chief Executive, Consumer Bank Peter King Acting Chief Risk Officer Rebecca Lim Group Executive, Compliance, Legal & Secretariat David Lindberg Chief Executive, Business Bank Carolyn McCann Group Executive, Customer & Corporate Relations David McLean Chief Executive Officer, Westpac New Zealand Limited Christine Parker Group Executive, Human Resources Gary Thursby Group Executive, Strategy and Enterprise Services 5.5. Hedging policy Commencement date in CEO or Group Executive role Assessment against minimum shareholding requirement 2 February 2015 Less than five years in role 7 September 2015 1 October 2010 8 September 2014 5 March 2009 1 April 2014 1 October 2016 10 June 2015 18 June 2018 2 February 2015 1 October 2011 1 October 2016 Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Participants in Westpac’s equity plans are forbidden from entering, either directly or indirectly, into hedging arrangements for unvested awards in the STVR and LTVR plans. No financial products may be used to mitigate the risk associated with these awards. Any attempt to hedge awards will result in forfeiture and the Board may consider other disciplinary action. These restrictions satisfy the requirements of the Corporations Act which prohibits hedging of unvested awards. 64 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 65 Directors’ report 5.6. Employment agreements The remuneration and other terms of employment for the CEO and Group Executives are formalised in their employment agreements. Each agreement provides for the payment of fixed and variable reward, employer superannuation contributions and other benefits such as death and disablement insurance cover. The table below details the key terms including termination provisions of the employment agreements for the CEO and Group Executives in 2018. Non-executive Directors fees are not related to Westpac’s results. All fees are paid in cash and no discretionary payments are made for performance. Non-executive Directors are required to build and maintain a minimum shareholding to align their Term Who Duration of agreement CEO and Group Executives Notice (by the executive or the Group) to terminate employment Termination payments on termination without cause2 CEO and Group Executives CEO and Group Executives Termination for cause CEO and Group Executives (excluding Brad Cooper) Brad Cooper Post-employment restraints CEO and Group Executives Conditions  Ongoing until notice given by either party 12 months1 Deferred STVR and LTVR awards vest according to the applicable equity plan rules Immediately for misconduct 3 months’ notice for poor performance Immediately for misconduct Contractual notice period for poor performance 12 month non-solicitation restraint        1 Payment in lieu of notice may in certain circumstances be approved by the Board for some or all of the notice period. 2 The maximum liability for termination benefits for the CEO and Group Executives at 30 September 2018 was $14.1 million (2017: $13.4 million). 66 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 67 6. Non-executive Director remuneration 6.1. Structure and policy Westpac’s Non-executive Director remuneration strategy is designed to attract and retain experienced, qualified Board members and provide appropriate remuneration for their time and expertise. Directors’ report interests with those of shareholders. The table below sets out the components of Non-executive Director remuneration. Non-executive Director remuneration Base fee Relates to service on the Westpac Banking Corporation Board. The base fee for the Chairman covers all responsibilities, including for Board Committees. Committee fees Additional fees are paid to Non-executive Directors (other than the Board Chairman) for chairing or participating in Board Committees. Employer superannuation Reflects statutory superannuation contributions which are capped at the superannuation contributions maximum contributions base as prescribed under the Superannuation Guarantee legislation. Subsidiary Board and Advisory Board fees subsidiary. Relates to service on Subsidiary Boards and Advisory Boards and are paid by the relevant 6.2. Non-executive Director remuneration in 2018 Non-executive Director remuneration did not change in 2018. The Board last reviewed Non-executive Director fees in 2016 and approved an increase to the member fees for the Board Technology Committee based on market data and changes in the The Non-executive Director fee pool of $4.5 million per annum has not changed for ten years since it was approved by shareholders at the 2008 Annual General Meeting. For 2018, $3.09 million (69%) of the fee pool was used. The fee pool includes employer superannuation contributions. The table below sets out the Board and standing Committee fees for 2018. workload of members. Fee pool Fee framework Base fee Chairman Other Non-executive Directors Committee Chairman fees Board Audit Committee Board Risk & Compliance Committee Board Remuneration Committee Board Technology Committee Committee membership fees Board Audit Committee Board Risk & Compliance Committee Board Remuneration Committee Board Technology Committee Annual fee $ 810,000 225,000 70,400 70,400 63,800 35,200 32,000 32,000 29,000 20,000 Committee fees are not payable to the Chairman of the Board and members of the Board Nominations Committee. Subsidiary Board and Advisory Board fees Advisory Board. During the reporting period, additional fees of $35,000 were paid to Peter Hawkins as a member of the Bank of Melbourne Directors’ report 5.6. Employment agreements 6. Non-executive Director remuneration Directors’ report The remuneration and other terms of employment for the CEO and Group Executives are formalised in their employment agreements. Each agreement provides for the payment of fixed and variable reward, employer superannuation contributions and other benefits such as death and disablement insurance cover. 6.1. Structure and policy Westpac’s Non-executive Director remuneration strategy is designed to attract and retain experienced, qualified Board members and provide appropriate remuneration for their time and expertise. 1 The table below details the key terms including termination provisions of the employment agreements for the CEO and Group Executives in 2018. Term Who Conditions Duration of agreement CEO and Group Executives Ongoing until notice given by either Notice (by the executive or the Group) CEO and Group Executives to terminate employment Termination payments on termination CEO and Group Executives without cause2 Termination for cause CEO and Group Executives (excluding Brad Cooper) Brad Cooper         party 12 months1 Deferred STVR and LTVR awards vest according to the applicable equity plan rules Immediately for misconduct 3 months’ notice for poor performance Immediately for misconduct Contractual notice period for poor performance 12 month non-solicitation restraint Post-employment restraints CEO and Group Executives 1 2 Payment in lieu of notice may in certain circumstances be approved by the Board for some or all of the notice period. The maximum liability for termination benefits for the CEO and Group Executives at 30 September 2018 was $14.1 million (2017: $13.4 million). Non-executive Directors fees are not related to Westpac’s results. All fees are paid in cash and no discretionary payments are made for performance. Non-executive Directors are required to build and maintain a minimum shareholding to align their interests with those of shareholders. The table below sets out the components of Non-executive Director remuneration. Non-executive Director remuneration Base fee Relates to service on the Westpac Banking Corporation Board. The base fee for the Chairman covers all responsibilities, including for Board Committees. Committee fees Additional fees are paid to Non-executive Directors (other than the Board Chairman) for chairing or participating in Board Committees. Employer superannuation contributions Reflects statutory superannuation contributions which are capped at the superannuation maximum contributions base as prescribed under the Superannuation Guarantee legislation. Subsidiary Board and Advisory Board fees Relates to service on Subsidiary Boards and Advisory Boards and are paid by the relevant subsidiary. 6.2. Non-executive Director remuneration in 2018 Non-executive Director remuneration did not change in 2018. The Board last reviewed Non-executive Director fees in 2016 and approved an increase to the member fees for the Board Technology Committee based on market data and changes in the workload of members. Fee pool The Non-executive Director fee pool of $4.5 million per annum has not changed for ten years since it was approved by shareholders at the 2008 Annual General Meeting. For 2018, $3.09 million (69%) of the fee pool was used. The fee pool includes employer superannuation contributions. Fee framework The table below sets out the Board and standing Committee fees for 2018. Base fee Chairman Other Non-executive Directors Committee Chairman fees Board Audit Committee Board Risk & Compliance Committee Board Remuneration Committee Board Technology Committee Committee membership fees Board Audit Committee Board Risk & Compliance Committee Board Remuneration Committee Board Technology Committee Annual fee $ 810,000 225,000 70,400 70,400 63,800 35,200 32,000 32,000 29,000 20,000 Committee fees are not payable to the Chairman of the Board and members of the Board Nominations Committee. Subsidiary Board and Advisory Board fees During the reporting period, additional fees of $35,000 were paid to Peter Hawkins as a member of the Bank of Melbourne Advisory Board. 66 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 67 Directors’ report 6.3. Changes to Board and Committee composition The table below outlines the changes that were made to the Board and Committee composition in 2018. Name Change in position Robert Elstone Alison Deans Peter Hawkins Peter Nash          Retired from the Board Appointed Chairman of the Board Technology Committee Appointed member of the Board Remuneration Committee Appointed member of the Board Nominations Committee Stepped down as Chairman of the Board Technology Committee (remaining a member of that Committee) Ceased to be a member of the Board Nominations Committee Appointed Non-executive Director Appointed member of the Board Audit Committee Appointed member of the Board Risk & Compliance Committee Effective date 8 December 2017 following the completion of the 2017 Annual General Meeting 8 December 2017 8 December 2017 7 March 2018 6.4. Non-executive Director minimum shareholding requirement Non-executive Directors are required to build and maintain a holding in Westpac ordinary shares to align their interests with those of shareholders. Each Non-executive Director is required to hold an interest in shares in Westpac with a market value not less than the Board base fee, within five years of appointment to the Board. All Non-executive Directors comply with the minimum shareholding requirement. Name Lindsay Maxsted Chairman Nerida Caesar Director Ewen Crouch Director Alison Deans Director Craig Dunn Director Peter Hawkins Director Peter Marriott Director Peter Nash Director Commencement date on Board Assessment against minimum shareholding requirement 1 March 2008 1 September 2017 1 February 2013 1 April 2014 1 June 2015 1 December 2008 1 June 2013 7 March 2018 Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds In addition to their direct holdings in Westpac ordinary shares, Non-executive Directors may also have control of Westpac shares through related bodies corporate. Shares held under this extended definition are set out in Section 7.4. 7. Statutory remuneration details 7.1. Details of Non-executive Director remuneration The table below details Non-executive Director remuneration. Short-term benefits Post-employment benefits Westpac Banking Corporation Board fees1 Subsidiary and Advisory Board fees $ $ Superannuation $ Current Non-executive Directors Lindsay Maxsted, Chairman Directors’ report Total $ 830,181 829,734 297,181 20,540 344,581 343,453 333,146 296,734 340,981 333,955 366,935 378,858 367,581 367,134 64,010 337,734 3,121,030 2,974,065 20,181 19,734 20,181 1,619 20,181 19,734 20,181 19,734 20,181 19,734 20,103 19,658 20,181 19,734 3,895 19,734 156,828 143,390 810,000 810,000 277,000 18,921 324,400 323,719 312,965 277,000 320,800 314,221 311,832 324,200 347,400 347,400 164,690 60,115 318,000 2,929,202 2,795,675 - - - - - - - - - - - - - - - 35,000 35,000 35,000 35,000 Former Non-executive Director Robert Elstone3 11,744 176,434 Includes fees paid to the Chairman and members of Board Committees. Peter Nash commenced as a Non-executive Director on 7 March 2018. Robert Elstone retired as a Non-executive Director on 8 December 2017. The total fees for 2017 reflect the prior year remuneration for the 2017 reported Non-executive Directors. Nerida Caesar Ewen Crouch Alison Deans Craig Dunn Name 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 Peter Marriott Peter Nash2 2018 Peter Hawkins 2018 2017 Total fees 2018 20174 1 2 3 4 68 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 69 Directors’ report 6.3. Changes to Board and Committee composition The table below outlines the changes that were made to the Board and Committee composition in 2018. Name Change in position Robert Elstone Retired from the Board Effective date 8 December 2017 following the completion of the 2017 Annual General Meeting Alison Deans Appointed Chairman of the Board Technology Committee 8 December 2017 Peter Hawkins Stepped down as Chairman of the Board Technology Committee 8 December 2017 Appointed member of the Board Remuneration Committee Appointed member of the Board Nominations Committee (remaining a member of that Committee) Ceased to be a member of the Board Nominations Committee Appointed member of the Board Audit Committee Appointed member of the Board Risk & Compliance Committee Peter Nash Appointed Non-executive Director 7 March 2018          6.4. Non-executive Director minimum shareholding requirement Non-executive Directors are required to build and maintain a holding in Westpac ordinary shares to align their interests with those of shareholders. Each Non-executive Director is required to hold an interest in shares in Westpac with a market value not less than the Board base fee, within five years of appointment to the Board. All Non-executive Directors comply with the minimum shareholding requirement. Commencement date on Board Assessment against minimum shareholding requirement Name Lindsay Maxsted Chairman Nerida Caesar Director Ewen Crouch Director Alison Deans Director Craig Dunn Director Peter Hawkins Director Peter Marriott Director Peter Nash Director 1 March 2008 1 September 2017 1 February 2013 1 April 2014 1 June 2015 1 December 2008 1 June 2013 7 March 2018 Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds Exceeds In addition to their direct holdings in Westpac ordinary shares, Non-executive Directors may also have control of Westpac shares through related bodies corporate. Shares held under this extended definition are set out in Section 7.4. 7. Statutory remuneration details Details of Non-executive Director remuneration 7.1. The table below details Non-executive Director remuneration. Directors’ report 1 Short-term benefits Post-employment benefits Westpac Banking Corporation Board fees1 $ Subsidiary and Advisory Board fees $ Superannuation $ Name Current Non-executive Directors Lindsay Maxsted, Chairman 2018 2017 Nerida Caesar 2018 2017 Ewen Crouch 2018 2017 Alison Deans 2018 2017 Craig Dunn 2018 2017 Peter Hawkins 2018 2017 Peter Marriott 2018 2017 Peter Nash2 2018 Former Non-executive Director Robert Elstone3 2018 2017 Total fees 2018 20174 810,000 810,000 277,000 18,921 324,400 323,719 312,965 277,000 320,800 314,221 311,832 324,200 347,400 347,400 164,690 60,115 318,000 2,929,202 2,795,675 - - - - - - - - - - 35,000 35,000 - - - - - 35,000 35,000 Total $ 830,181 829,734 297,181 20,540 344,581 343,453 333,146 296,734 340,981 333,955 366,935 378,858 367,581 367,134 20,181 19,734 20,181 1,619 20,181 19,734 20,181 19,734 20,181 19,734 20,103 19,658 20,181 19,734 11,744 176,434 3,895 19,734 156,828 143,390 64,010 337,734 3,121,030 2,974,065 1 Includes fees paid to the Chairman and members of Board Committees. 2 Peter Nash commenced as a Non-executive Director on 7 March 2018. 3 Robert Elstone retired as a Non-executive Director on 8 December 2017. 4 The total fees for 2017 reflect the prior year remuneration for the 2017 reported Non-executive Directors. 68 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 69 Directors’ report 4 5 6 7 8 9 10 13 Includes payments on cessation of employment or other contracted amounts. The CEO and Group Executives are provided with life insurance cover under the Westpac Group Plan at no cost. Superannuation benefits have been calculated consistent with AASB 119 Employee Benefits. The value of restricted shares is amortised over the applicable vesting period and the amount shown is the amortisation relating to 2018 (and 2017 for comparison). Equity-settled remuneration is based on the amortisation over the vesting period (normally three or four years) of the fair value at grant date of hurdled and unhurdled options and share rights that were granted during the four years ended 30 September 2018. Details of prior year grants are disclosed in previous Annual Reports. The value for David McLean includes 51% attributed to deferred STVR awards. Refer to footnote 13 for the treatment of Alexandra Holcomb’s equity. The expensed value of the 2016 LTVR EPS hurdled performance share rights has been reduced to nil. The expensed value of the 2017 and 2018 LTVR ROE hurdled performance share rights have been reduced by 50%. This reflects the Board’s current assessment of the probability of vesting. The percentage of the total remuneration which is performance-related (i.e. cash STVR award plus share-based payments) was: Brian Hartzer 57%, Lyn Cobley 59%, Brad Cooper 59%, Dave Curran 58%, George Frazis 61%, Alexandra Holcomb 82%, Peter King 54%, David Lees 36%, Rebecca Lim 55%, David Lindberg 56%, Carolyn McCann 48%, David McLean 57%, Christine Parker 60% and Gary Thursby 59%. The percentage of total remuneration delivered in the form of options (including share rights) was: Brian Hartzer 19%, Lyn Cobley 14%, Brad Cooper 19%, Dave Curran 19%, George Frazis 16%, Alexandra Holcomb 55%, Peter King 17%, David Lees 3%, Rebecca Lim 16%, David Lindberg 17%, Carolyn McCann 5%, David McLean 35%, Christine Parker 18% and Gary Thursby 17%. Peter King was the Chief Financial Officer until 25 June 2018 when he was appointed as the Acting Chief Risk Officer. 11 David Lees commenced his KMP role as the Acting Chief Financial Officer on 25 June 2018. 12 Carolyn McCann commenced her KMP role as the Group Executive, Customer & Corporate Relations on 18 June 2018. Alexandra Holcomb ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. The share based payment values for Alexandra Holcomb reflect the accruals for all unvested equity up to the end of each performance period. For example, the 2018 LTVR will include the accrual for four years until the vesting date in lieu of a single year accrual value for 2017. While the full value is being accrued for all unvested equity, the awards may or may not vest subject to the relevant performance hurdles. Directors’ report Remuneration details – CEO and Group Executives 7.2. The table below sets out details of remuneration for the CEO and Group Executives calculated in accordance with AAS. Short-term benefits Post- employment benefits Fixed remuneration1 $ Cash STVR award2 $ Name Non- monetary benefits3 $ Other short- term benefits4 $ Superannuation benefits5 $ Other long- term benefits Long service leave $ Share-based payments Restricted shares6 $ Share rights7,8 $ Total9 $ Managing Director & Chief Executive Officer Brian Hartzer 2018 2017 2,730,714 2,665,249 1,040,825 1,490,730 20,618 19,494 Current Group Executives Lyn Cobley, Chief Executive, Westpac Institutional Bank 2018 2017 1,085,585 1,089,650 465,500 640,000 4,039 4,014 Brad Cooper, Chief Executive Officer, BT Financial Group 4,014 2018 2,924 2017 1,136,073 1,064,384 400,000 792,500 Dave Curran, Chief Information Officer 2018 2017 1,021,322 941,632 485,000 552,500 480,000 872,500 1,109,913 1,127,559 George Frazis, Chief Executive, Consumer Bank 2018 2017 Peter King, Acting Chief Risk Officer10 2018 1,232,059 517,000 2017 1,047,360 615,000 David Lees, Acting Chief Financial Officer11 90,500 2018 315,773 2,924 4,014 2,924 4,014 2,924 4,014 393 Rebecca Lim, Group Executive, Compliance, Legal & Secretariat 2018 2017 903,728 756,722 356,500 412,500 2,924 3,512 - - - - - - - - - - - - - - - David Lindberg, Chief Executive, Business Bank 2018 - 2017 - Carolyn McCann, Group Executive, Customer & Corporate Relations12 - 2018 1,049,010 928,528 440,500 532,500 4,014 11,901 241,365 74,500 1,915 David McLean, Chief Executive Officer, Westpac New Zealand Limited - 2018 - 2017 849,488 736,628 498,439 412,570 55,885 39,739 Christine Parker, Group Executive, Human Resources 2018 2017 865,802 824,006 427,500 517,500 2,924 4,604 Gary Thursby, Group Executive, Strategy & Enterprise Services 2018 2017 794,889 820,262 395,500 485,000 2,924 2,924 Former Group Executive Alexandra Holcomb, Chief Risk Officer13 2018 2017 717,564 950,564 411,000 532,500 2,147 2,924 - - - - - - 42,235 41,226 40,697 40,697 1,449,964 1,287,590 1,247,127 6,572,180 1,136,724 6,681,710 29,993 37,818 17,000 16,995 749,930 767,014 394,975 2,747,022 591,601 3,147,092 29,366 39,503 16,700 (41,160) 778,096 754,634 538,531 2,902,780 347,391 2,960,176 28,806 28,451 20,703 14,424 531,367 487,089 480,835 2,570,957 404,406 2,432,516 38,132 40,509 17,425 17,419 858,110 842,782 489,032 2,995,536 401,563 3,306,346 34,957 34,421 90,204 16,485 597,487 537,796 512,401 2,987,032 405,875 2,660,951 35,518 21,045 99,521 15,247 577,997 29,912 28,201 55,507 45,641 512,169 425,776 348,768 2,209,508 206,069 1,878,421 28,365 27,244 25,006 18,507 518,657 453,174 435,208 2,500,760 398,655 2,370,509 5,579 12,665 144,344 25,395 505,763 81,444 76,082 - - - 39 785,206 2,270,462 837,360 2,102,418 26,848 26,643 (8,854) (3,479) 500,697 464,335 399,535 2,214,452 260,141 2,093,750 28,616 29,819 12,693 12,642 453,951 372,119 344,305 2,032,878 225,354 1,948,120 22,032 39,645 (23,296) 4,669 657,557 520,145 2,218,208 4,005,212 386,131 2,436,578 1 Fixed remuneration is the total cost of salary, salary sacrificed benefits (including motor vehicles, parking and associated fringe benefits tax (FBT)) and an accrual for annual leave entitlements. 2 2018 STVR awards reflect annual cash performance awards accrued but not yet paid in respect of the year ended 30 September 2018. STVR awards are paid in December. 3 Non-monetary benefits are determined on the basis of the cost to the Group (including associated FBT, where applicable) and include annual health checks, provision of taxation advice, relocation costs, living away from home expenses and allowances. 70 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 71 Directors’ report 7.2. Remuneration details – CEO and Group Executives The table below sets out details of remuneration for the CEO and Group Executives calculated in accordance with AAS. Post- employment Other long- term Short-term benefits benefits benefits Share-based payments Fixed Cash STVR term Superannuation remuneration1 $ award2 $ benefits4 $ $ benefits5 $ Restricted shares6 $ Share rights7,8 $ Total9 $ Long service leave $ Other short- Non- monetary benefits3 2,730,714 2,665,249 1,040,825 1,490,730 20,618 19,494 42,235 41,226 40,697 40,697 1,449,964 1,287,590 1,247,127 6,572,180 1,136,724 6,681,710 Name Brian Hartzer Managing Director & Chief Executive Officer Current Group Executives Lyn Cobley, Chief Executive, Westpac Institutional Bank 1,085,585 1,089,650 465,500 640,000 4,039 4,014 29,993 37,818 17,000 16,995 749,930 767,014 394,975 2,747,022 591,601 3,147,092 Brad Cooper, Chief Executive Officer, BT Financial Group 1,136,073 1,064,384 400,000 792,500 4,014 2,924 29,366 16,700 39,503 (41,160) 778,096 754,634 538,531 2,902,780 347,391 2,960,176 Dave Curran, Chief Information Officer George Frazis, Chief Executive, Consumer Bank Peter King, Acting Chief Risk Officer10 David Lees, Acting Chief Financial Officer11 1,021,322 941,632 485,000 552,500 2,924 4,014 28,806 28,451 20,703 14,424 531,367 487,089 480,835 2,570,957 404,406 2,432,516 1,109,913 1,127,559 480,000 872,500 2,924 4,014 38,132 40,509 17,425 17,419 858,110 842,782 489,032 2,995,536 401,563 3,306,346 1,232,059 1,047,360 517,000 615,000 2,924 4,014 34,957 34,421 90,204 16,485 597,487 537,796 512,401 2,987,032 405,875 2,660,951 315,773 90,500 393 35,518 21,045 99,521 15,247 577,997 Rebecca Lim, Group Executive, Compliance, Legal & Secretariat 903,728 756,722 356,500 412,500 2,924 3,512 29,912 28,201 55,507 45,641 512,169 425,776 348,768 2,209,508 206,069 1,878,421 David Lindberg, Chief Executive, Business Bank 1,049,010 928,528 440,500 532,500 4,014 11,901 28,365 27,244 25,006 18,507 518,657 453,174 435,208 2,500,760 398,655 2,370,509 Carolyn McCann, Group Executive, Customer & Corporate Relations12 David McLean, Chief Executive Officer, Westpac New Zealand Limited 241,365 74,500 1,915 5,579 12,665 144,344 25,395 505,763 849,488 736,628 498,439 412,570 55,885 39,739 81,444 76,082 - - - 39 785,206 2,270,462 837,360 2,102,418 Christine Parker, Group Executive, Human Resources 865,802 824,006 427,500 517,500 2,924 4,604 26,848 26,643 (8,854) (3,479) 500,697 464,335 399,535 2,214,452 260,141 2,093,750 Gary Thursby, Group Executive, Strategy & Enterprise Services 794,889 820,262 395,500 485,000 2,924 2,924 28,616 29,819 12,693 12,642 453,951 372,119 344,305 2,032,878 225,354 1,948,120 Former Group Executive Alexandra Holcomb, Chief Risk Officer13 717,564 950,564 411,000 532,500 2,147 2,924 22,032 (23,296) 39,645 4,669 657,557 520,145 2,218,208 4,005,212 386,131 2,436,578 Fixed remuneration is the total cost of salary, salary sacrificed benefits (including motor vehicles, parking and associated fringe benefits tax (FBT)) 2018 STVR awards reflect annual cash performance awards accrued but not yet paid in respect of the year ended 30 September 2018. STVR and an accrual for annual leave entitlements. awards are paid in December. Non-monetary benefits are determined on the basis of the cost to the Group (including associated FBT, where applicable) and include annual health checks, provision of taxation advice, relocation costs, living away from home expenses and allowances. - - - - - - - - - - - - - - - - - - - - - - - - - - 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2018 2017 2018 2017 2018 2018 2017 2018 2017 2018 2017 2018 2017 1 2 3 70 Directors’ report 4 Includes payments on cessation of employment or other contracted amounts. 5 The CEO and Group Executives are provided with life insurance cover under the Westpac Group Plan at no cost. Superannuation benefits have been calculated consistent with AASB 119 Employee Benefits. 6 The value of restricted shares is amortised over the applicable vesting period and the amount shown is the amortisation relating to 2018 (and 2017 for comparison). 7 Equity-settled remuneration is based on the amortisation over the vesting period (normally three or four years) of the fair value at grant date of hurdled and unhurdled options and share rights that were granted during the four years ended 30 September 2018. Details of prior year grants are disclosed in previous Annual Reports. The value for David McLean includes 51% attributed to deferred STVR awards. Refer to footnote 13 for the treatment of Alexandra Holcomb’s equity. 8 The expensed value of the 2016 LTVR EPS hurdled performance share rights has been reduced to nil. The expensed value of the 2017 and 2018 LTVR ROE hurdled performance share rights have been reduced by 50%. This reflects the Board’s current assessment of the probability of vesting. 9 The percentage of the total remuneration which is performance-related (i.e. cash STVR award plus share-based payments) was: Brian Hartzer 57%, Lyn Cobley 59%, Brad Cooper 59%, Dave Curran 58%, George Frazis 61%, Alexandra Holcomb 82%, Peter King 54%, David Lees 36%, Rebecca Lim 55%, David Lindberg 56%, Carolyn McCann 48%, David McLean 57%, Christine Parker 60% and Gary Thursby 59%. The percentage of total remuneration delivered in the form of options (including share rights) was: Brian Hartzer 19%, Lyn Cobley 14%, Brad Cooper 19%, Dave Curran 19%, George Frazis 16%, Alexandra Holcomb 55%, Peter King 17%, David Lees 3%, Rebecca Lim 16%, David Lindberg 17%, Carolyn McCann 5%, David McLean 35%, Christine Parker 18% and Gary Thursby 17%. 10 11 12 13 Peter King was the Chief Financial Officer until 25 June 2018 when he was appointed as the Acting Chief Risk Officer. David Lees commenced his KMP role as the Acting Chief Financial Officer on 25 June 2018. Carolyn McCann commenced her KMP role as the Group Executive, Customer & Corporate Relations on 18 June 2018. Alexandra Holcomb ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. The share based payment values for Alexandra Holcomb reflect the accruals for all unvested equity up to the end of each performance period. For example, the 2018 LTVR will include the accrual for four years until the vesting date in lieu of a single year accrual value for 2017. While the full value is being accrued for all unvested equity, the awards may or may not vest subject to the relevant performance hurdles. 1 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 71 Directors’ report Movement in equity-settled instruments during the year 7.3. The table shows the movements in the number and value of equity instruments for the CEO and Group Executives under the relevant plan during 2018. Name Type of equity-based instrument Managing Director & Chief Executive Officer Number granted1 Number vested2 Number exercised3 Value granted4 $ Value exercised5 $ Brian Hartzer CEO Performance share rights 197,654 Performance share rights Shares under the CEO Restricted Share Plan Current Group Executives Lyn Cobley Performance share rights Shares under Restricted Share Plan Brad Cooper Performance share rights Shares under Restricted Share Plan Dave Curran Performance share rights Shares under Restricted Share Plan George Frazis Performance share rights Shares under Restricted Share Plan Peter King Performance share rights David Lees Shares under Restricted Share Plan Performance share rights Shares under Restricted Share Plan Rebecca Lim Performance share rights Shares under Restricted Share Plan David Lindberg Performance share rights Shares under Restricted Share Plan Carolyn McCann Performance share rights Shares under Restricted Share Plan David McLean Performance share rights Unhurdled share rights Shares under Restricted Share Plan Christine Parker Performance share rights Shares under Restricted Share Plan Gary Thursby Performance share rights Shares under Restricted Share Plan Former Group Executive Alexandra Holcomb Performance share rights Performance options - - - 47,384 39,967 82,564 20,343 82,094 25,190 77,560 17,561 78,186 27,733 80,062 19,548 - - 54,730 13,111 80,062 16,926 12,482 - 68,216 14,382 - 63,798 16,449 54,730 15,416 73,806 - - 25,760 - 24,341 - 15,932 - 27,357 - 16,741 - - - 14,728 - 13,107 - - - 16,710 - - 15,043 - 11,607 - - Value forfeited or lapsed5 $ - 3,115,692 - - - 2,256,166 - - - 1,181,775 - 1,158,166 - - - 397,489 - 725,166 - - - - - - 1,396,640 - 418,972 - 790,008 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 3,527,136 - 1,490,884 1,476,657 640,069 1,468,251 792,575 1,387,161 552,537 1,398,357 872,587 1,431,909 615,056 - - 978,846 412,523 1,431,909 532,557 206,364 - 1,220,043 418,832 - 1,141,027 517,549 978,846 485,047 1,320,020 - 532,557 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Shares under Restricted Share Plan 16,926 15,565 1 No performance options were granted in 2018. Deferred STVR awards in the form of restricted shares or unhurdled share rights (for David McLean based in New Zealand) are awarded in December. David McLean’s unhurdled share rights were granted on 18 December 2017 at a fair value of $29.57 (unhurdled share rights vesting on 1 October 2018) and $28.00 (unhurdled rights vesting on 1 October 2019). 2 No hurdled share rights granted in 2014 vested in October 2017 when assessed against the TSR and EPS performance hurdles. 3 Vested options and share rights that were awarded prior to October 2009 can be exercised up to a maximum of ten years from their commencement date. Vested share rights awarded between October 2009 and July 2015 are automatically exercised at vesting. Vested share rights granted after July 2015 may be exercised at will up to a maximum of 15 years from their commencement date. For each vested share right and each performance option exercised during the year, the relevant executive received one fully paid Westpac ordinary share. The exercise price for share rights is nil. 72 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 73 Directors’ report For performance share rights, the value granted represents the number of securities granted multiplied by the fair value per instrument as set out in the table in the sub-section titled ‘Fair value of Long Term Variable Reward awards made during the year’ below. For restricted shares, the value granted represents the number of ordinary shares granted multiplied by the five day VWAP of a Westpac ordinary share on the date the shares were granted. These values, which represent the full value of the equity-based awards made to the CEO and Group Executives in 2018, do not reconcile with the amount shown in the table in Section 7.2 which shows the amount amortised in the current year of equity awards over their vesting period. The minimum total value of the grants for future financial years is nil and an estimate of the maximum possible total value in future financial years is The value of each option or share right exercised or lapsed is calculated based on the five day VWAP of Westpac ordinary shares on the date of exercise (or lapse), less the relevant exercise price (if any). Where the exercise price is greater than the five day VWAP of Westpac ordinary shares, the fair value, as shown above. the value has been calculated as nil. Fair value of Long Term Variable Reward awards made during the year The table below provides a summary of the fair value of LTVR awards granted to the CEO and Group Executives during 2018 calculated in accordance with AASB 2 Share-based Payment and is used for accounting purposes only. LTVR awards will only vest if performance hurdles are achieved and service conditions are met in future years. Plan name Granted to Performance hurdle Commencement date1 Grant date Test date Expiry CEO Long Term Brian Hartzer 8 December 2017 1 October 2017 1 October 2021 1 October 2032 8 December 2017 1 October 2017 1 October 2020 1 October 2032 Westpac Long Term Group Variable Reward Executives 1 December 2017 1 October 2017 1 October 2021 1 October 2032 1 December 2017 1 October 2017 1 October 2020 1 October 2032 TSR ROE TSR ROE Fair value2 per instrument $10.55 $25.14 $10.58 $25.19 The commencement date is the start of the performance period. The fair values of performance share rights granted during the year have been independently calculated at their respective grant dates based on the requirements of AASB 2 Share-based Payment. The fair value of performance share rights with ROE hurdles has been assessed with reference to the share price at grant date and a discount rate reflecting the expected dividend yield over their vesting periods which for the performance share rights valued at $25.19 is four years to the 1 October 2020 vesting date. For the purpose of allocating performance share rights with ROE hurdles, the valuation also takes into account the average ROE outcome using a Monte Carlo pricing simulation model. The fair value of performance share rights with hurdles based on TSR performance relative to that of a group of comparator companies also takes into account the average TSR outcome determined using a Monte Carlo simulation pricing model. Variable Reward Plan Plan 1 2 7.4. Details of Westpac equity holdings of Non-executive Directors The table below sets out details of relevant interests in Westpac ordinary shares held by Non-executive Directors (including their related parties) during the year ended 30 September 20181. Current Non-executive Directors Name Lindsay Maxsted Nerida Caesar Ewen Crouch2 Alison Deans Craig Dunn Peter Hawkins4 Peter Marriott5 Peter Nash6 Former Non-executive Director Robert Elstone7 Number held at start of the year Changes during the year Number held at end of the year 20,767 - 40,264 9,392 8,869 15,880 20,870 n/a 12,096 1,328 9,985 42,0003 5,000 20,202 2,876 - - - 22,095 9,985 82,264 14,392 8,869 15,880 41,072 8,020 n/a Other than as disclosed below, no share interests include non-beneficially held shares. In addition to holdings of ordinary shares, Ewen Crouch and his related parties held interests in 250 Westpac Capital Notes 2 at year end. Ewen Crouch holds the securities following the grant of probate in a deceased estate for which he is one of the executors. In addition to holdings of ordinary shares, Peter Hawkins and his related parties held interests in 850 Westpac Capital Notes 3, 882 Westpac Capital Notes 4 and 1,370 Westpac Capital Notes 5 at year end. In addition to holdings of ordinary shares, Peter Marriott and his related parties held interests in 740 Westpac Capital Notes 2 at year end. Peter Nash commenced as a Non-executive Director on 7 March 2018. The information relates to the period he was a Non-executive Director. Robert Elstone retired on 8 December 2017. The information relates to the period he was a Non-executive Director. 4 5 1 2 3 4 5 6 7 Directors’ report relevant plan during 2018. 7.3. Movement in equity-settled instruments during the year The table shows the movements in the number and value of equity instruments for the CEO and Group Executives under the Number granted1 Number vested2 Number exercised3 Value granted4 exercised5 $ Value forfeited or Value lapsed5 $ Name Type of equity-based instrument Managing Director & Chief Executive Officer Brian Hartzer CEO Performance share rights 197,654 3,527,136 Performance share rights - Shares under the CEO Restricted Share Plan 47,384 39,967 1,490,884 Current Group Executives Lyn Cobley Performance share rights Shares under Restricted Share Plan 25,760 Brad Cooper Performance share rights Shares under Restricted Share Plan 24,341 Dave Curran Performance share rights Shares under Restricted Share Plan 15,932 George Frazis Performance share rights Shares under Restricted Share Plan 27,357 Peter King Performance share rights Shares under Restricted Share Plan 16,741 David Lees Performance share rights Shares under Restricted Share Plan Rebecca Lim Performance share rights Shares under Restricted Share Plan 14,728 David Lindberg Performance share rights Shares under Restricted Share Plan 13,107 Carolyn McCann Performance share rights Shares under Restricted Share Plan David McLean Performance share rights Unhurdled share rights 16,710 Shares under Restricted Share Plan Christine Parker Performance share rights Shares under Restricted Share Plan 15,043 Gary Thursby Performance share rights Shares under Restricted Share Plan 11,607 82,564 20,343 82,094 25,190 77,560 17,561 78,186 27,733 80,062 19,548 - - - - 54,730 13,111 80,062 16,926 12,482 68,216 14,382 63,798 16,449 54,730 15,416 73,806 - Former Group Executive Alexandra Holcomb Performance share rights Performance options Shares under Restricted Share Plan 16,926 15,565 - - - - - - - - - - - - - - - - - - - $ - 1,476,657 640,069 1,468,251 792,575 1,387,161 552,537 1,398,357 872,587 1,431,909 615,056 - - - - 978,846 412,523 1,431,909 532,557 206,364 1,220,043 418,832 1,141,027 517,549 978,846 485,047 1,320,020 - 532,557 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 3,115,692 2,256,166 1,181,775 1,158,166 397,489 725,166 1,396,640 418,972 790,008 - - - - - - - - - - - - - - - - - - - - - - No performance options were granted in 2018. Deferred STVR awards in the form of restricted shares or unhurdled share rights (for David McLean based in New Zealand) are awarded in December. David McLean’s unhurdled share rights were granted on 18 December 2017 at a fair value of $29.57 (unhurdled share rights vesting on 1 October 2018) and $28.00 (unhurdled rights vesting on 1 October 2019). No hurdled share rights granted in 2014 vested in October 2017 when assessed against the TSR and EPS performance hurdles. Vested options and share rights that were awarded prior to October 2009 can be exercised up to a maximum of ten years from their commencement date. Vested share rights awarded between October 2009 and July 2015 are automatically exercised at vesting. Vested share rights granted after July 2015 may be exercised at will up to a maximum of 15 years from their commencement date. For each vested share right and each performance option exercised during the year, the relevant executive received one fully paid Westpac ordinary share. The exercise price for share rights is nil. 1 2 3 72 Directors’ report 4 For performance share rights, the value granted represents the number of securities granted multiplied by the fair value per instrument as set out in the table in the sub-section titled ‘Fair value of Long Term Variable Reward awards made during the year’ below. For restricted shares, the value granted represents the number of ordinary shares granted multiplied by the five day VWAP of a Westpac ordinary share on the date the shares were granted. These values, which represent the full value of the equity-based awards made to the CEO and Group Executives in 2018, do not reconcile with the amount shown in the table in Section 7.2 which shows the amount amortised in the current year of equity awards over their vesting period. The minimum total value of the grants for future financial years is nil and an estimate of the maximum possible total value in future financial years is the fair value, as shown above. 5 The value of each option or share right exercised or lapsed is calculated based on the five day VWAP of Westpac ordinary shares on the date of exercise (or lapse), less the relevant exercise price (if any). Where the exercise price is greater than the five day VWAP of Westpac ordinary shares, the value has been calculated as nil. 1 Fair value of Long Term Variable Reward awards made during the year The table below provides a summary of the fair value of LTVR awards granted to the CEO and Group Executives during 2018 calculated in accordance with AASB 2 Share-based Payment and is used for accounting purposes only. LTVR awards will only vest if performance hurdles are achieved and service conditions are met in future years. Plan name Granted to Performance hurdle Commencement date1 Grant date Test date Expiry Fair value2 per instrument CEO Long Term Variable Reward Plan Brian Hartzer TSR ROE 8 December 2017 8 December 2017 1 October 2017 1 October 2017 1 October 2021 1 October 2020 1 October 2032 1 October 2032 $10.55 $25.14 Executives TSR ROE 1 December 2017 1 December 2017 Westpac Long Term Group Variable Reward Plan 1 The commencement date is the start of the performance period. 2 The fair values of performance share rights granted during the year have been independently calculated at their respective grant dates based on the requirements of AASB 2 Share-based Payment. The fair value of performance share rights with ROE hurdles has been assessed with reference to the share price at grant date and a discount rate reflecting the expected dividend yield over their vesting periods which for the performance share rights valued at $25.19 is four years to the 1 October 2020 vesting date. For the purpose of allocating performance share rights with ROE hurdles, the valuation also takes into account the average ROE outcome using a Monte Carlo pricing simulation model. The fair value of performance share rights with hurdles based on TSR performance relative to that of a group of comparator companies also takes into account the average TSR outcome determined using a Monte Carlo simulation pricing model. 1 October 2017 1 October 2017 1 October 2021 1 October 2020 1 October 2032 1 October 2032 $10.58 $25.19 Details of Westpac equity holdings of Non-executive Directors 7.4. The table below sets out details of relevant interests in Westpac ordinary shares held by Non-executive Directors (including their related parties) during the year ended 30 September 20181. Name Current Non-executive Directors Lindsay Maxsted Nerida Caesar Ewen Crouch2 Alison Deans Craig Dunn Peter Hawkins4 Peter Marriott5 Peter Nash6 Number held at start of the year Changes during the year Number held at end of the year 20,767 - 40,264 9,392 8,869 15,880 20,870 n/a 1,328 9,985 42,0003 5,000 - - 20,202 2,876 22,095 9,985 82,264 14,392 8,869 15,880 41,072 8,020 12,096 - n/a Former Non-executive Director Robert Elstone7 1 Other than as disclosed below, no share interests include non-beneficially held shares. 2 In addition to holdings of ordinary shares, Ewen Crouch and his related parties held interests in 250 Westpac Capital Notes 2 at year end. 3 Ewen Crouch holds the securities following the grant of probate in a deceased estate for which he is one of the executors. 4 In addition to holdings of ordinary shares, Peter Hawkins and his related parties held interests in 850 Westpac Capital Notes 3, 882 Westpac Capital Notes 4 and 1,370 Westpac Capital Notes 5 at year end. In addition to holdings of ordinary shares, Peter Marriott and his related parties held interests in 740 Westpac Capital Notes 2 at year end. 6 Peter Nash commenced as a Non-executive Director on 7 March 2018. The information relates to the period he was a Non-executive Director. 7 Robert Elstone retired on 8 December 2017. The information relates to the period he was a Non-executive Director. 5 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 73 Directors’ report Details of Westpac equity holdings of Executive Key Management Personnel 7.5. The table below details Westpac equity held (and movement in that equity) by the CEO and Group Executives (including their related parties) for the year ended 30 September 20181. Number held at start of the year Number granted during the year as remuneration Received on exercise and/or exercised during the year Number lapsed during the year Other changes during the year Number held at end of the year Number vested and exercisable at end of the year Name Type of equity-based instrument Managing Director & Chief Executive Officer Brian Hartzer Ordinary shares CEO performance share rights Performance share rights Current Group Executives Lyn Cobley Ordinary shares Brad Cooper Dave Curran George Frazis Performance share rights Ordinary shares Performance share rights Ordinary shares Performance share rights Ordinary shares Performance share rights Peter King Ordinary shares David Lees2 Rebecca Lim David Lindberg Carolyn McCann3 David McLean Christine Parker Gary Thursby Performance share rights Ordinary shares Performance share rights Performance options Ordinary shares Performance share rights Ordinary shares Performance share rights Ordinary shares Performance share rights Ordinary shares Performance share rights Unhurdled share rights Ordinary shares Performance share rights Ordinary shares Performance share rights 77,427 47,384 535,163 197,654 129,547 - 71,650 179,282 106,792 316,120 31,864 210,876 71,569 258,835 78,243 269,616 n/a n/a n/a 26,270 101,518 48,026 196,484 n/a n/a 9,613 169,702 42,836 22,028 219,225 77,029 112,636 20,343 82,564 25,190 82,094 17,561 77,560 27,733 78,186 19,548 80,062 - - - 13,111 54,730 16,926 80,062 - 12,482 - 68,216 14,382 16,449 63,798 15,416 54,730 Former Group Executive Alexandra Holcomb4 Ordinary shares Performance share rights 23,210 242,930 16,926 73,806 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - (95,284) - - - (68,998) - - (15,200) 109,611 - - - - - - - - 732,817 34,263 91,993 261,846 131,982 329,216 49,425 288,436 - (36,141) (18,000) - 81,302 300,880 - (35,419) - - - - (12,156) - (22,177) - - - - - 97,791 314,259 29,402 31,402 25,562 - - - - (8,505) - 30,876 144,092 - - - - - - - 64,952 254,369 49,435 42,816 9,613 237,918 57,218 - (42,712) (11,046) - 27,431 240,311 - (12,813) - - 92,445 154,553 - (15,565) (24,160) - n/a n/a - - - - - - - - - - - - - - - 25,562 - - - - - - - 2,148 36,480 - - - - - - 7.6. Loans to Non-executive Directors and Executive Key Management Personnel disclosures Financial instrument transactions that occurred during the financial year between Directors, the CEO or Group Executives and the Group are in the ordinary course of business on terms and conditions (including interest and collateral) as they apply to other employees and certain customers. These transactions consisted principally of normal personal banking and financial The table below details loans to Non-executive Directors, the CEO and Group Executives (including their related parties) of the Directors’ report Balance at start of the year $ 3,199,593 12,090,727 15,290,320 Interest paid and payable for the year Interest not charged during the year Balance at end of the Number in year Group at end of $ the year 3,544,610 13,953,916 17,498,526 3 10 13 The table below details KMP (including their related parties) with loans above $100,000 during 2018. Balance at start of Interest paid and payable for the year $ Interest not charged during the year $ Balance at end of the Highest indebtedness year during the year $ $ $ 165,155 485,814 650,969 109,565 39,107 16,483 4,979 21,784 126,984 102,551 - 38,930 18,889 2,588 27,467 67,778 73,864 the year $ 2,061,911 1,137,682 n/a 83,617 - 2,037,998 4,114,727 - n/a n/a 711,642 534,828 2,647,386 1,960,529 $ - - - - - - - - - - - - - - - - - 1,572,889 979,947 991,774 9,847 2,000,000 2,791,360 n/a - 4,434,534 732,845 145,000 620,841 1,308,486 1,911,003 2,320,000 1,302,742 1,155,383 187,050 2,007,287 2,989,743 4,177,933 4,000,000 4,547,358 736,770 153,736 652,073 2,814,600 2,061,594 investment services. Group. Non-executive Directors CEO and Group Executives Non-executive Directors Lindsay Maxsted Ewen Crouch Peter Nash1 CEO and Group Executives Brian Hartzer Lyn Cobley Brad Cooper Alexandra Holcomb2 Peter King David Lees3 Rebecca Lim Carolyn McCann4 David McLean Christine Parker Gary Thursby 1 2 3 4 Peter Nash commenced as a Non-executive Director on 7 March 2018. Alexandra Holcomb ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. David Lees commenced his KMP role as the Acting Chief Financial Officer on 25 June 2018. Carolyn McCann commenced her KMP role as the Group Executive, Customer & Corporate Relations on 18 June 2018. 1 The highest number of shares held by an executive in the table is 0.0038% of total Westpac ordinary shares outstanding as at 30 September 2018. 2 The information relates to the period that David Lees was a KMP. David Lees commenced his KMP role as the Acting Chief Financial Officer on 25 June 2018. 3 The information relates to the period that Carolyn McCann was a KMP. Carolyn McCann commenced her KMP role as the Group Executive, Customer & Corporate Relations on 18 June 2018. 4 The information relates to the period that Alexandra Holcomb was a KMP. She ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. 74 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 75 Loans to Non-executive Directors and Executive Key Management Personnel disclosures 7.6. Financial instrument transactions that occurred during the financial year between Directors, the CEO or Group Executives and the Group are in the ordinary course of business on terms and conditions (including interest and collateral) as they apply to other employees and certain customers. These transactions consisted principally of normal personal banking and financial investment services. 1 The table below details loans to Non-executive Directors, the CEO and Group Executives (including their related parties) of the Group. Directors’ report Ordinary shares CEO performance share rights 77,427 47,384 535,163 197,654 Performance share rights 129,547 - (95,284) (15,200) 109,611 Non-executive Directors CEO and Group Executives Balance at start of the year $ Interest paid and payable for the year $ Interest not charged during the year $ 3,199,593 12,090,727 15,290,320 165,155 485,814 650,969 - - - Balance at end of the year $ 3,544,610 13,953,916 17,498,526 Number in Group at end of the year 3 10 13 The table below details KMP (including their related parties) with loans above $100,000 during 2018. Balance at start of the year $ Interest paid and payable for the year $ Interest not charged during the year $ Balance at end of the year $ Highest indebtedness during the year $ Non-executive Directors Lindsay Maxsted Ewen Crouch Peter Nash1 CEO and Group Executives Brian Hartzer Lyn Cobley Brad Cooper Alexandra Holcomb2 Peter King David Lees3 Rebecca Lim Carolyn McCann4 David McLean Christine Parker Gary Thursby 2,061,911 1,137,682 n/a 83,617 - 2,037,998 4,114,727 - n/a 711,642 n/a 534,828 2,647,386 1,960,529 109,565 39,107 16,483 4,979 21,784 126,984 102,551 - 38,930 18,889 2,588 27,467 67,778 73,864 - - - - - - - - - - - - - - 1,572,889 979,947 991,774 9,847 2,000,000 2,791,360 n/a - 4,434,534 732,845 145,000 620,841 1,308,486 1,911,003 2,320,000 1,302,742 1,155,383 187,050 2,007,287 2,989,743 4,177,933 4,000,000 4,547,358 736,770 153,736 652,073 2,814,600 2,061,594 2,148 36,480 (11,046) 27,431 1 Peter Nash commenced as a Non-executive Director on 7 March 2018. 2 Alexandra Holcomb ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and will retire on 31 December 2018. 3 David Lees commenced his KMP role as the Acting Chief Financial Officer on 25 June 2018. 4 Carolyn McCann commenced her KMP role as the Group Executive, Customer & Corporate Relations on 18 June 2018. Directors’ report 7.5. Details of Westpac equity holdings of Executive Key Management Personnel The table below details Westpac equity held (and movement in that equity) by the CEO and Group Executives (including their related parties) for the year ended 30 September 20181. Type of equity-based instrument the year remuneration year year year year year as during the during the during the end of the Number granted Received on exercise and/or during the exercised Number held at start of Number lapsed Other Number vested and changes held at exercisable Number at end of the year Performance share rights (68,998) Performance share rights (35,419) Name Brian Hartzer Managing Director & Chief Executive Officer Current Group Executives Lyn Cobley Ordinary shares Performance share rights Brad Cooper Ordinary shares Dave Curran Ordinary shares Performance share rights George Frazis Ordinary shares Performance share rights Peter King Ordinary shares David Lees2 Ordinary shares Performance share rights Performance options Rebecca Lim Ordinary shares Performance share rights David Lindberg Ordinary shares Performance share rights Carolyn McCann3 Ordinary shares Performance share rights David McLean Ordinary shares Performance share rights Unhurdled share rights Christine Parker Ordinary shares Performance share rights Gary Thursby Ordinary shares Performance share rights Former Group Executive Alexandra Holcomb4 Ordinary shares Performance share rights 71,650 179,282 106,792 316,120 31,864 210,876 71,569 258,835 78,243 269,616 n/a n/a n/a 26,270 101,518 48,026 196,484 n/a n/a 9,613 169,702 42,836 22,028 219,225 77,029 112,636 20,343 82,564 25,190 82,094 17,561 77,560 27,733 78,186 19,548 80,062 - - - - - 13,111 54,730 16,926 80,062 12,482 68,216 14,382 16,449 63,798 15,416 54,730 (18,000) 81,302 (36,141) - 300,880 (8,505) 30,876 25,562 - - - - - - - - - - - - - - - - - - - - - (12,156) (22,177) (42,712) (12,813) - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 732,817 34,263 91,993 261,846 131,982 329,216 49,425 288,436 97,791 314,259 29,402 31,402 25,562 144,092 64,952 254,369 49,435 42,816 9,613 237,918 57,218 240,311 92,445 154,553 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 23,210 242,930 16,926 73,806 - (15,565) (24,160) n/a n/a The highest number of shares held by an executive in the table is 0.0038% of total Westpac ordinary shares outstanding as at 30 September 2018. The information relates to the period that David Lees was a KMP. David Lees commenced his KMP role as the Acting Chief Financial Officer on 25 The information relates to the period that Carolyn McCann was a KMP. Carolyn McCann commenced her KMP role as the Group Executive, June 2018. 1 2 3 4 Customer & Corporate Relations on 18 June 2018. will retire on 31 December 2018. The information relates to the period that Alexandra Holcomb was a KMP. She ceased in her KMP role as the Chief Risk Officer on 25 June 2018 and 74 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 75 Directors’ report 11. Auditor a) Auditor’s independence declaration A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act is below: Auditor’s Independence Declaration As lead auditor for the audit of Westpac Banking Corporation for the year ended 30 September 2018, I declare that 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; and (b) no contraventions of any applicable code of professional conduct in relation to the audit. This declaration is in respect of Westpac Banking Corporation and the entities it controlled during the period. Lona Mathis Partner PricewaterhouseCoopers Sydney 5 November 2018 PricewaterhouseCoopers, ABN 52 780 433 757 One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001 T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au Liability limited by a scheme approved under Professional Standards Legislation. Directors’ report b) Non-audit services We may decide to engage PwC on assignments additional to their statutory audit duties where their expertise or experience with Westpac or a controlled entity is important. Details of the non-audit service amounts paid or payable to PwC for non-audit services provided during the 2017 and 2018 financial years are set out in Note 39 to the financial statements. PwC also provides audit and non-audit services to non-consolidated entities, non-consolidated trusts of which a Westpac Group entity is trustee, manager or responsible entity and non-consolidated superannuation funds or pension funds. The fees in respect of these services were approximately $7.5 million in total (2017: $6 million). PwC may also provide audit and non-audit services to other entities in which Westpac holds a minority interest and which are not consolidated. Westpac is not aware of the amount of any fees paid to PwC by those entities. Westpac has a policy on engaging PwC, details of which are set out in Westpac’s Corporate Governance Statement and in the subsection entitled ‘Engagement of the external auditor’, which forms part of this Directors’ report. The Board has considered the position and, in accordance with the advice received from the Board Audit Committee, is satisfied that the provision of the non-audit services during 2018 by PwC is compatible with the general standard of independence for auditors imposed by the Corporations Act. The Directors are satisfied, in accordance with advice received from the Board Audit Committee, that the provision of non-audit services by PwC, as set out above, did not compromise the auditor independence requirements of the Corporations Act for the following reasons: all non-audit services provided by PwC for the year have been reviewed by the Board Audit Committee, which is of the view that they do not impact the impartiality and objectivity of PwC; and based on Board quarterly independence declarations made by PwC to the Board Audit Committee, none of the services undermine the general principles relating to auditor independence including reviewing or auditing PwC’s own work, acting in a management or a decision-making capacity for the company, acting as advocate for the company or jointly sharing economic risk and rewards. 12. Responsibility statement The Directors of Westpac Banking Corporation confirm that to the best of their knowledge: the consolidated financial statements for the financial year ended 30 September 2018, which have been prepared in accordance with the accounting policies described in Note 1 to the consolidated financial statements, being in accordance with Australian Accounting Standards (AAS), give a true and fair view of the assets, liabilities, financial position and profit of the Group; and the Annual Report from the section entitled ‘Information on Westpac’ to and including the section entitled ‘Other Westpac business information’ includes a fair review of the information required by the Disclosure Guidance and Transparency Rules 4.1.8R to 4.1.11R of the United Kingdom Financial Conduct Authority, together with a description of the principal risks and uncertainties faced by the Group.     Signed in accordance with a resolution of the Board. Lindsay Maxsted Chairman 5 November 2018 Managing Director & Chief Executive Officer Brian Hartzer 5 November 2018 76 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 77 Directors’ report 11. Auditor a) Auditor’s independence declaration A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act is below: Non-audit services b) We may decide to engage PwC on assignments additional to their statutory audit duties where their expertise or experience with Westpac or a controlled entity is important. Details of the non-audit service amounts paid or payable to PwC for non-audit services provided during the 2017 and 2018 financial years are set out in Note 39 to the financial statements. 1 Directors’ report PwC also provides audit and non-audit services to non-consolidated entities, non-consolidated trusts of which a Westpac Group entity is trustee, manager or responsible entity and non-consolidated superannuation funds or pension funds. The fees in respect of these services were approximately $7.5 million in total (2017: $6 million). PwC may also provide audit and non-audit services to other entities in which Westpac holds a minority interest and which are not consolidated. Westpac is not aware of the amount of any fees paid to PwC by those entities. Westpac has a policy on engaging PwC, details of which are set out in Westpac’s Corporate Governance Statement and in the subsection entitled ‘Engagement of the external auditor’, which forms part of this Directors’ report. The Board has considered the position and, in accordance with the advice received from the Board Audit Committee, is satisfied that the provision of the non-audit services during 2018 by PwC is compatible with the general standard of independence for auditors imposed by the Corporations Act. The Directors are satisfied, in accordance with advice received from the Board Audit Committee, that the provision of non-audit services by PwC, as set out above, did not compromise the auditor independence requirements of the Corporations Act for the following reasons:  all non-audit services provided by PwC for the year have been reviewed by the Board Audit Committee, which is of the view that they do not impact the impartiality and objectivity of PwC; and  based on Board quarterly independence declarations made by PwC to the Board Audit Committee, none of the services undermine the general principles relating to auditor independence including reviewing or auditing PwC’s own work, acting in a management or a decision-making capacity for the company, acting as advocate for the company or jointly sharing economic risk and rewards. 12. Responsibility statement The Directors of Westpac Banking Corporation confirm that to the best of their knowledge:   the consolidated financial statements for the financial year ended 30 September 2018, which have been prepared in accordance with the accounting policies described in Note 1 to the consolidated financial statements, being in accordance with Australian Accounting Standards (AAS), give a true and fair view of the assets, liabilities, financial position and profit of the Group; and the Annual Report from the section entitled ‘Information on Westpac’ to and including the section entitled ‘Other Westpac business information’ includes a fair review of the information required by the Disclosure Guidance and Transparency Rules 4.1.8R to 4.1.11R of the United Kingdom Financial Conduct Authority, together with a description of the principal risks and uncertainties faced by the Group. Signed in accordance with a resolution of the Board. Lindsay Maxsted Chairman 5 November 2018 Brian Hartzer Managing Director & Chief Executive Officer 5 November 2018 76 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 77 This page is intentionally left blank 78 2018 Westpac Group Annual Report 02 Five year summary Reading this report Review of Group operations Divisional performance Risk and risk management Westpac’s approach to sustainability Other Westpac business information This page is intentionally left blank 78 2018 Westpac Group Annual Report 2 02 Five year summary Reading this report Review of Group operations Divisional performance Risk and risk management Westpac’s approach to sustainability Other Westpac business information Five year summary1 (in $m unless otherwise indicated) Income statements for the years ended 30 September2 Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment charges Profit before income tax Income tax expense Profit attributable to non-controlling interests Net profit attributable to owners of Westpac Banking Corporation Balance sheet as at 30 September2 Loans Other assets Total assets Deposits and other borrowings Debt issues Loan capital Other liabilities Total liabilities Total shareholders' equity and non-controlling interests Key financial ratios Shareholder value Dividends per ordinary share (cents) Dividend payout ratio (%)3 Return on average ordinary equity (%) Basic earnings per share (cents) Net tangible assets per ordinary share ($)4 Share price ($): High Low Close Business performance Operating expenses to operating income ratio (%) Net interest margin (%) Capital adequacy Total equity to total assets (%) Total equity to total average assets (%) APRA Basel III: Common equity Tier 1 (%) Tier 1 ratio (%) Total capital ratio (%) Credit quality Net impaired assets to equity and collectively assessed provisions (%) Total provisions for impairment on loans and credit commitments to total loans (basis points) Other information Full time equivalent employees (number at financial year end)5 2018 2017 2016 2015 2014 This Annual Report contains statements that constitute ‘forward-looking statements’ within the meaning of Section 21E of the Disclosure regarding forward-looking statements US Securities Exchange Act of 1934. Reading this report 16,505 5,628 15,516 6,286 15,148 5,837 14,267 7,375 22,133 (9,692) (710) 11,731 (3,632) (4) 21,802 (9,434) (853) 11,515 (3,518) (7) 20,985 (9,217) (1,124) 10,644 (3,184) (15) 21,642 (9,473) (753) 11,416 (3,348) (56) 8,095 7,990 7,445 8,012 709,690 169,902 684,919 166,956 879,592 559,285 172,596 17,265 65,873 815,019 64,573 851,875 533,591 168,356 17,666 70,920 790,533 61,342 661,926 177,276 839,202 513,071 169,902 15,805 82,243 781,021 58,181 623,316 188,840 812,156 475,328 171,054 13,840 98,019 758,241 53,915 188 79.52 13.05 237.5 15.39 33.68 27.24 27.93 43.79 2.13 7.3 7.3 10.63 12.78 14.74 188 79.28 13.65 238.0 14.66 35.39 28.92 31.92 43.27 2.06 7.2 7.1 10.56 12.66 14.82 188 84.19 13.32 224.6 13.90 33.74 27.57 29.51 43.92 2.10 6.9 6.9 9.48 11.17 13.11 187 73.39 16.23 255.0 13.02 40.07 29.10 29.70 43.77 2.09 6.6 6.8 9.50 11.38 13.26 1.14 1.29 1.79 1.80 43 45 54 53 13,542 6,395 19,937 (8,547) (650) 10,740 (3,115) (64) 7,561 580,343 190,499 770,842 460,822 152,251 10,858 97,574 721,505 49,337 182 74.68 16.27 242.5 11.51 35.99 30.00 32.14 42.87 2.09 6.4 6.7 8.97 10.56 12.28 2.49 60 35,029 35,096 35,580 35,484 36,596 1 Where accounting classifications have changed or where changes in accounting policy are adopted retrospectively, comparatives have been revised and may differ from results previously reported. 2 The above income statement extracts for 2018, 2017 and 2016 and balance sheet extracts for 2018 and 2017 are derived from the consolidated financial statements included in this Annual Report. The above income statement extracts for 2015 and 2014 and balance sheet extracts for 2016, 2015 and 2014 are derived from financial statements previously published. 3 Adjusted for Treasury shares. 4 Total equity attributable to owners of Westpac Banking Corporation, after deducting intangible assets divided by the number of ordinary shares outstanding, less Treasury shares held. 5 Full-time equivalent employees include full-time, pro-rata part-time, overtime, temporary and contract staff. 80 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 81 Forward-looking statements are statements about matters that are not historical facts. Forward-looking statements appear in a number of places in this Annual Report and include statements regarding Westpac’s intent, belief or current expectations with respect to its business and operations, market conditions, results of operations and financial condition, including, without limitation, future loan loss provisions and financial support to certain borrowers. Words such as ‘will’, ‘may’, ‘expect’, ‘intend’, ‘seek’, ‘would’, ‘should’, ‘could’, ‘continue’, ‘plan’, ‘estimate’, ‘anticipate’, ‘believe’, ‘probability’, ‘risk’, ‘aim’ or other similar words are used to identify forward-looking statements. These forward-looking statements reflect Westpac’s current views with respect to future events and are subject to change, certain risks, uncertainties and assumptions which are, in many instances, beyond Westpac’s control, and have been made based upon management’s expectations and beliefs concerning future developments and their potential effect upon Westpac. There can be no assurance that future developments will be in accordance with Westpac’s expectations or that the effect of future developments on Westpac will be those anticipated. Actual results could differ materially from those expected, depending on the outcome of various factors, including, but not limited to: the effect of, and changes in, laws, regulations, taxation or accounting standards or practices and government policy, particularly changes to liquidity, leverage and capital requirements; regulatory investigations and other actions, inquiries, litigation, fines, penalties, restrictions or other regulator imposed conditions, including as a result of our actual or alleged failure to comply with laws (such as financial crime laws), regulations or regulatory policy; internal and external events which may adversely impact Westpac’s reputation; information security breaches, including cyberattacks; reliability and security of Westpac’s technology and risks associated with changes to technology systems; the stability of Australian and international financial systems and disruptions to financial markets and any losses or business impacts Westpac or its customers or counterparties may experience as a result;  market volatility, including uncertain conditions in funding, equity and asset markets; adverse asset, credit or capital market conditions; an increase in defaults in credit exposures because of a deterioration in economic conditions; the conduct, behaviour or practices of Westpac or its staff; changes to Westpac’s credit ratings or the methodology used by credit rating agencies; levels of inflation, interest rates, exchange rates and market and monetary fluctuations;  market liquidity and investor confidence; changes in economic conditions, consumer spending, saving and borrowing habits in Australia, New Zealand and other countries in which Westpac or its customers or counterparties conduct their operations and Westpac’s ability to maintain or to increase market share, margins and fees, and control expenses; the effects of competition, including from established providers of financial services and from non-financial services entities, in the geographic and business areas in which Westpac conducts its operations; the timely development and acceptance of new products and services and the perceived overall value of these products and services by customers; the effectiveness of Westpac’s risk management policies, including internal processes, systems and employees; the incidence or severity of Westpac-insured events; the occurrence of environmental change (including as a result of climate change) or external events in countries in which Westpac or its customers or counterparties conduct their operations; changes to the value of Westpac’s intangible assets; changes in political, social or economic conditions in any of the major markets in which Westpac or its customers or counterparties operate; the success of strategic decisions involving diversification or innovation, in addition to business expansion activity, business acquisitions and the integration of new businesses; and various other factors beyond Westpac’s control. The above list is not exhaustive. For certain other factors that may impact on forward-looking statements made by Westpac, refer to ‘Risk factors’ under the section ‘Risk and risk management’. When relying on forward-looking statements to make decisions with respect to Westpac, investors and others should carefully consider the foregoing factors and other uncertainties and events. Westpac is under no obligation to update any forward-looking statements contained in this Annual Report, whether as a result of new information, future events or otherwise, after the date of this Annual Report.                      (in $m unless otherwise indicated) Income statements for the years ended 30 September2 2018 2017 2016 2015 2014 Disclosure regarding forward-looking statements This Annual Report contains statements that constitute ‘forward-looking statements’ within the meaning of Section 21E of the US Securities Exchange Act of 1934. Reading this report Forward-looking statements are statements about matters that are not historical facts. Forward-looking statements appear in a number of places in this Annual Report and include statements regarding Westpac’s intent, belief or current expectations with respect to its business and operations, market conditions, results of operations and financial condition, including, without limitation, future loan loss provisions and financial support to certain borrowers. Words such as ‘will’, ‘may’, ‘expect’, ‘intend’, ‘seek’, ‘would’, ‘should’, ‘could’, ‘continue’, ‘plan’, ‘estimate’, ‘anticipate’, ‘believe’, ‘probability’, ‘risk’, ‘aim’ or other similar words are used to identify forward-looking statements. These forward-looking statements reflect Westpac’s current views with respect to future events and are subject to change, certain risks, uncertainties and assumptions which are, in many instances, beyond Westpac’s control, and have been made based upon management’s expectations and beliefs concerning future developments and their potential effect upon Westpac. There can be no assurance that future developments will be in accordance with Westpac’s expectations or that the effect of future developments on Westpac will be those anticipated. Actual results could differ materially from those expected, depending on the outcome of various factors, including, but not limited to:  the effect of, and changes in, laws, regulations, taxation or accounting standards or practices and government policy, particularly changes to liquidity, leverage and capital requirements; regulatory investigations and other actions, inquiries, litigation, fines, penalties, restrictions or other regulator imposed conditions, including as a result of our actual or alleged failure to comply with laws (such as financial crime laws), regulations or regulatory policy; internal and external events which may adversely impact Westpac’s reputation; information security breaches, including cyberattacks; reliability and security of Westpac’s technology and risks associated with changes to technology systems; the stability of Australian and international financial systems and disruptions to financial markets and any losses or business impacts Westpac or its customers or counterparties may experience as a result;      2 Five year summary1 Net operating income before operating expenses Net interest income Non-interest income and impairment charges Operating expenses Impairment charges Profit before income tax Income tax expense Profit attributable to non-controlling interests Net profit attributable to owners of Westpac Banking Corporation Balance sheet as at 30 September2 Deposits and other borrowings Loans Other assets Total assets Debt issues Loan capital Other liabilities Total liabilities Key financial ratios Shareholder value Dividends per ordinary share (cents) Dividend payout ratio (%)3 Return on average ordinary equity (%) Basic earnings per share (cents) Net tangible assets per ordinary share ($)4 Share price ($): High Low Close Business performance Operating expenses to operating income ratio (%) Net interest margin (%) Capital adequacy Total equity to total assets (%) Total equity to total average assets (%) APRA Basel III: Common equity Tier 1 (%) Tier 1 ratio (%) Total capital ratio (%) Credit quality loans (basis points) Other information Total shareholders' equity and non-controlling interests 16,505 5,628 15,516 6,286 15,148 5,837 14,267 7,375 22,133 (9,692) (710) 11,731 (3,632) (4) 21,802 (9,434) (853) 11,515 (3,518) (7) 20,985 (9,217) (1,124) 10,644 (3,184) (15) 21,642 (9,473) (753) 11,416 (3,348) (56) 8,095 7,990 7,445 8,012 709,690 684,919 661,926 169,902 166,956 177,276 879,592 559,285 172,596 17,265 65,873 851,875 533,591 168,356 17,666 70,920 839,202 513,071 169,902 15,805 82,243 623,316 188,840 812,156 475,328 171,054 13,840 98,019 815,019 790,533 781,021 758,241 64,573 61,342 58,181 53,915 188 79.52 13.05 237.5 15.39 33.68 27.24 27.93 43.79 2.13 7.3 7.3 10.63 12.78 14.74 188 79.28 13.65 238.0 14.66 35.39 28.92 31.92 43.27 2.06 7.2 7.1 10.56 12.66 14.82 188 84.19 13.32 224.6 13.90 33.74 27.57 29.51 43.92 2.10 6.9 6.9 9.48 11.17 13.11 187 73.39 16.23 255.0 13.02 40.07 29.10 29.70 43.77 2.09 6.6 6.8 9.50 11.38 13.26 13,542 6,395 19,937 (8,547) (650) 10,740 (3,115) (64) 7,561 580,343 190,499 770,842 460,822 152,251 10,858 97,574 721,505 49,337 182 74.68 16.27 242.5 11.51 35.99 30.00 32.14 42.87 2.09 6.4 6.7 8.97 10.56 12.28 2.49 60 Net impaired assets to equity and collectively assessed provisions (%) 1.14 1.29 1.79 1.80 Total provisions for impairment on loans and credit commitments to total 43 45 54 53 Full time equivalent employees (number at financial year end)5 35,029 35,096 35,580 35,484 36,596 adverse asset, credit or capital market conditions; an increase in defaults in credit exposures because of a deterioration in economic conditions; the conduct, behaviour or practices of Westpac or its staff; changes to Westpac’s credit ratings or the methodology used by credit rating agencies; levels of inflation, interest rates, exchange rates and market and monetary fluctuations;  market volatility, including uncertain conditions in funding, equity and asset markets;       market liquidity and investor confidence;  changes in economic conditions, consumer spending, saving and borrowing habits in Australia, New Zealand and other countries in which Westpac or its customers or counterparties conduct their operations and Westpac’s ability to maintain or to increase market share, margins and fees, and control expenses; the effects of competition, including from established providers of financial services and from non-financial services entities, in the geographic and business areas in which Westpac conducts its operations; the timely development and acceptance of new products and services and the perceived overall value of these products and services by customers; the effectiveness of Westpac’s risk management policies, including internal processes, systems and employees; the incidence or severity of Westpac-insured events; the occurrence of environmental change (including as a result of climate change) or external events in countries in which Westpac or its customers or counterparties conduct their operations; changes to the value of Westpac’s intangible assets; changes in political, social or economic conditions in any of the major markets in which Westpac or its customers or counterparties operate; the success of strategic decisions involving diversification or innovation, in addition to business expansion activity, business acquisitions and the integration of new businesses; and various other factors beyond Westpac’s control.          1 Where accounting classifications have changed or where changes in accounting policy are adopted retrospectively, comparatives have been revised and may differ from results previously reported. 2 The above income statement extracts for 2018, 2017 and 2016 and balance sheet extracts for 2018 and 2017 are derived from the consolidated financial statements included in this Annual Report. The above income statement extracts for 2015 and 2014 and balance sheet extracts for 2016, 2015 and 2014 are derived from financial statements previously published. 3 Adjusted for Treasury shares. 4 Total equity attributable to owners of Westpac Banking Corporation, after deducting intangible assets divided by the number of ordinary shares outstanding, less Treasury shares held. 5 Full-time equivalent employees include full-time, pro-rata part-time, overtime, temporary and contract staff. The above list is not exhaustive. For certain other factors that may impact on forward-looking statements made by Westpac, refer to ‘Risk factors’ under the section ‘Risk and risk management’. When relying on forward-looking statements to make decisions with respect to Westpac, investors and others should carefully consider the foregoing factors and other uncertainties and events. Westpac is under no obligation to update any forward-looking statements contained in this Annual Report, whether as a result of new information, future events or otherwise, after the date of this Annual Report. 80 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 81 Reading this report Significant developments For a discussion of significant developments impacting the Group, refer to ‘Significant developments’ under ‘Information on Westpac’ in Section 1. Currency of presentation, exchange rates and certain definitions In this Annual Report, ‘financial statements’ means our audited consolidated balance sheets as at 30 September 2018 and 30 September 2017 and income statements, statements of comprehensive income, changes in equity and cash flows for each of the years ended 30 September 2018, 2017 and 2016 together with accompanying notes which are included in this Annual Report. Our financial year ends on 30 September. As used throughout this Annual Report, the financial year ended 30 September 2018 is referred to as 2018 and other financial years are referred to in a corresponding manner. We publish our consolidated financial statements in Australian dollars. In this Annual Report, unless otherwise stated or the context otherwise requires, references to ‘dollars’, ‘dollar amounts’, ‘$’, ‘AUD’ or ‘A$’ are to Australian dollars, references to ‘US$’, ‘USD’ or ‘US dollars’ are to United States dollars and references to ‘NZ$’, ‘NZD’ or ‘NZ dollars’ are to New Zealand dollars. Solely for the convenience of the reader, certain Australian dollar amounts have been translated into US dollars at a specified rate. These translations should not be construed as representations that the Australian dollar amounts actually represent such US dollar amounts or have been or could be converted into US dollars at the rate indicated. Unless otherwise stated, the translations of Australian dollars into US dollars have been made at the rate of A$1.00 = US$0.7238, the noon buying rate in New York City for cable transfers in Australian dollars as certified for customs purposes by the Federal Reserve Bank of New York (the ‘noon buying rate’) as of Friday, 28 September 2018. The Australian dollar equivalent of New Zealand dollars at 28 September 2018 was A$1.00 = NZ$1.0920, being the closing spot exchange rate on that date. Refer to ‘Exchange rates’ in Section 4 for information regarding the rates of exchange between the Australian dollar and the US dollar for the financial years ended 30 September 2014 to 30 September 2018. Any discrepancies between totals and sums of components in tables contained in this Annual Report are due to rounding. Selected consolidated financial and operating data We have derived the following selected financial information as of, and for the financial years ended, 30 September 2018, 2017, 2016, 2015 and 2014 from our audited consolidated financial statements and related notes. This information should be read together with our audited consolidated financial statements and the accompanying notes Review of Group operations included elsewhere in this Annual Report. Accounting standards Accounting Standards Board (IASB). statements. Recent accounting developments Critical accounting estimates The financial statements and other financial information included elsewhere in this Annual Report, unless otherwise indicated, have been prepared and presented in accordance with Australian Accounting Standards (AAS). Compliance with AAS ensures that the financial statements also comply with International Financial Reporting Standards (IFRS) as issued by the International The financial statements have been prepared in accordance with the accounting policies described in the Notes to the financial For a discussion of recent accounting developments refer to Note 1 to the financial statements. Our reported results are sensitive to the accounting policies, assumptions and estimates that underlie the preparation of the income statement and the balance sheet. Note 1(b) includes details of the areas of our critical accounting assumptions and estimates and a reference to the relevant note in the financial statements providing further information. Each of the assumptions and estimates have been discussed at our Board Audit Committee (BAC). The following is a summary of the areas involving our most critical accounting estimates. Fair value of financial instruments Financial instruments classified as held-for-trading (including derivatives) or designated at fair value through income statement and financial assets classified as available-for-sale are recognised in the financial statements at fair value. All derivatives are measured and recognised at fair value. As far as possible, financial instruments are valued with reference to quoted, observable market prices or by using models which employ observable valuation parameters. Where valuation models rely on parameters for which inputs are not observable, judgements and estimation may be required. As at 30 September 2018, the fair value of trading securities and financial assets designated at fair value through profit or loss, available-for-sale securities, loans designated at fair value, life insurance assets and regulatory deposits with central banks overseas was $96,951 million (2017: $101,923 million). The fair value of deposits and other borrowings at fair value, other financial liabilities at fair value through income statement, debt issues at fair value and life insurance liabilities was $56,427 million (2017: $64,317 million). The fair value of outstanding derivatives was a net liability of $306 million (2017: $1,342 million net liability). The fair value of financial assets and financial liabilities determined by valuation models that use unobservable market prices was $964 million (2017: $1,399 million) and $6 million (2017: $9 million), respectively. The fair value of financial assets and financial liabilities, including derivatives, is largely determined based on valuation models using observable market prices and rates. Where observable market inputs are not available, day one profits or losses are not recognised. We believe that the judgements and estimates used are reasonable in the current market. However, a change in these judgements and estimates would lead to different results as future market conditions can vary from those expected. Provisions for impairment charges on loans Provisions for credit impairment represent management’s best estimate of the impairment charges incurred in the loan portfolios as at the balance date. There are two components of our loan impairment provisions: Individually Assessed Provisions (IAPs) and Collectively Assessed Provisions (CAPs). IAPs are raised where loans exceeding specified thresholds are assessed as impaired. In determining IAPs, considerations that have a bearing on the amount and timing of expected future cash flows are taken into account. For example, the business prospects of the customer, the realisable value of collateral, our position relative to other claimants, the reliability of customer information and the likely cost and duration of the work-out process. These judgements and estimates can change with time as new information becomes available or as work-out strategies evolve, resulting in revisions to the impairment provision as individual decisions are made. CAPs are raised for impaired loans below specified thresholds and for all loans which are not individually identified as impaired. The CAPs are established on a portfolio basis taking into account the level of arrears, collateral and security, past loss experience, current economic conditions, expected default and timing of recovery based on portfolio trends. The most significant factors in establishing these provisions are estimated loss rates and related emergence periods. The future credit quality of these portfolios is subject to uncertainties that could cause actual credit losses to differ from reported loan impairment provisions. These uncertainties include the economic environment, notably interest rates, unemployment levels, payment behaviour and bankruptcy rates. 82 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 83 Reading this report Significant developments Westpac’ in Section 1. For a discussion of significant developments impacting the Group, refer to ‘Significant developments’ under ‘Information on Currency of presentation, exchange rates and certain definitions In this Annual Report, ‘financial statements’ means our audited consolidated balance sheets as at 30 September 2018 and 30 September 2017 and income statements, statements of comprehensive income, changes in equity and cash flows for each of the years ended 30 September 2018, 2017 and 2016 together with accompanying notes which are included in this Annual Report. Our financial year ends on 30 September. As used throughout this Annual Report, the financial year ended 30 September 2018 is referred to as 2018 and other financial years are referred to in a corresponding manner. We publish our consolidated financial statements in Australian dollars. In this Annual Report, unless otherwise stated or the context otherwise requires, references to ‘dollars’, ‘dollar amounts’, ‘$’, ‘AUD’ or ‘A$’ are to Australian dollars, references to ‘US$’, ‘USD’ or ‘US dollars’ are to United States dollars and references to ‘NZ$’, ‘NZD’ or ‘NZ dollars’ are to New Zealand dollars. Solely for the convenience of the reader, certain Australian dollar amounts have been translated into US dollars at a specified rate. These translations should not be construed as representations that the Australian dollar amounts actually represent such US dollar amounts or have been or could be converted into US dollars at the rate indicated. Unless otherwise stated, the translations of Australian dollars into US dollars have been made at the rate of A$1.00 = US$0.7238, the noon buying rate in New York City for cable transfers in Australian dollars as certified for customs purposes by the Federal Reserve Bank of New York (the ‘noon buying rate’) as of Friday, 28 September 2018. The Australian dollar equivalent of New Zealand dollars at 28 September 2018 was A$1.00 = NZ$1.0920, being the closing spot exchange rate on that date. Refer to ‘Exchange rates’ in Section 4 for information regarding the rates of exchange between the Australian dollar and the US dollar for the financial years ended 30 September 2014 to 30 September 2018. Any discrepancies between totals and sums of components in tables contained in this Annual Report are due to rounding. Review of Group operations Selected consolidated financial and operating data We have derived the following selected financial information as of, and for the financial years ended, 30 September 2018, 2017, 2016, 2015 and 2014 from our audited consolidated financial statements and related notes. This information should be read together with our audited consolidated financial statements and the accompanying notes included elsewhere in this Annual Report. Accounting standards The financial statements and other financial information included elsewhere in this Annual Report, unless otherwise indicated, have been prepared and presented in accordance with Australian Accounting Standards (AAS). Compliance with AAS ensures that the financial statements also comply with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). The financial statements have been prepared in accordance with the accounting policies described in the Notes to the financial statements. Recent accounting developments For a discussion of recent accounting developments refer to Note 1 to the financial statements. 2 Critical accounting estimates Our reported results are sensitive to the accounting policies, assumptions and estimates that underlie the preparation of the income statement and the balance sheet. Note 1(b) includes details of the areas of our critical accounting assumptions and estimates and a reference to the relevant note in the financial statements providing further information. Each of the assumptions and estimates have been discussed at our Board Audit Committee (BAC). The following is a summary of the areas involving our most critical accounting estimates. Fair value of financial instruments Financial instruments classified as held-for-trading (including derivatives) or designated at fair value through income statement and financial assets classified as available-for-sale are recognised in the financial statements at fair value. All derivatives are measured and recognised at fair value. As far as possible, financial instruments are valued with reference to quoted, observable market prices or by using models which employ observable valuation parameters. Where valuation models rely on parameters for which inputs are not observable, judgements and estimation may be required. As at 30 September 2018, the fair value of trading securities and financial assets designated at fair value through profit or loss, available-for-sale securities, loans designated at fair value, life insurance assets and regulatory deposits with central banks overseas was $96,951 million (2017: $101,923 million). The fair value of deposits and other borrowings at fair value, other financial liabilities at fair value through income statement, debt issues at fair value and life insurance liabilities was $56,427 million (2017: $64,317 million). The fair value of outstanding derivatives was a net liability of $306 million (2017: $1,342 million net liability). The fair value of financial assets and financial liabilities determined by valuation models that use unobservable market prices was $964 million (2017: $1,399 million) and $6 million (2017: $9 million), respectively. The fair value of financial assets and financial liabilities, including derivatives, is largely determined based on valuation models using observable market prices and rates. Where observable market inputs are not available, day one profits or losses are not recognised. We believe that the judgements and estimates used are reasonable in the current market. However, a change in these judgements and estimates would lead to different results as future market conditions can vary from those expected. Provisions for impairment charges on loans Provisions for credit impairment represent management’s best estimate of the impairment charges incurred in the loan portfolios as at the balance date. There are two components of our loan impairment provisions: Individually Assessed Provisions (IAPs) and Collectively Assessed Provisions (CAPs). IAPs are raised where loans exceeding specified thresholds are assessed as impaired. In determining IAPs, considerations that have a bearing on the amount and timing of expected future cash flows are taken into account. For example, the business prospects of the customer, the realisable value of collateral, our position relative to other claimants, the reliability of customer information and the likely cost and duration of the work-out process. These judgements and estimates can change with time as new information becomes available or as work-out strategies evolve, resulting in revisions to the impairment provision as individual decisions are made. CAPs are raised for impaired loans below specified thresholds and for all loans which are not individually identified as impaired. The CAPs are established on a portfolio basis taking into account the level of arrears, collateral and security, past loss experience, current economic conditions, expected default and timing of recovery based on portfolio trends. The most significant factors in establishing these provisions are estimated loss rates and related emergence periods. The future credit quality of these portfolios is subject to uncertainties that could cause actual credit losses to differ from reported loan impairment provisions. These uncertainties include the economic environment, notably interest rates, unemployment levels, payment behaviour and bankruptcy rates. 82 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 83 Review of Group operations As at 30 September 2018, gross loans to customers were $712,504 million (2017: $687,785 million) and the provision for impairment charges on loans was $2,814 million (2017: $2,866 million). Goodwill Goodwill represents the excess of purchase consideration, the amount of any non-controlling interest in the acquiree and the acquisition date fair value of any previous equity interest in the acquiree, over the fair value of the identified net assets of acquired businesses. The determination of the fair value of the assets and liabilities of acquired businesses requires the exercise of management judgement. Different fair values would result in changes to the goodwill and to the post-acquisition performance of the acquisitions. Goodwill is tested for impairment annually by determining if the carrying value of the cash-generating unit (CGU) that it has been allocated to is recoverable. The recoverable amount is the higher of the CGU’s fair value less costs to sell and its value- in-use. Determination of appropriate cash flows and discount rates for the calculation of the value in use is subjective. As at 30 September 2018, the carrying value of goodwill was $8,890 million (2017: $9,012 million). Superannuation obligations The actuarial valuation of our defined benefit plan obligations are dependent upon a series of assumptions, the key ones being price inflation, salary growth, mortality, morbidity, discount rate and investment returns. Different assumptions could significantly alter the amount of the difference between plan assets and defined benefit obligations and the amount recognised directly in retained profits. The net superannuation surplus across all our plans as at 30 September 2018 was $64 million (2017: net superannuation surplus of $5 million). As at 30 September 2018, two superannuation plans were in surplus of $89 million (2017: one plan in surplus of $48 million) and two superannuation plans were in deficit of $25 million (2017: three plans in deficit of $43 million). Provisions (other than loan impairment charges) Provisions are held in respect of a range of obligations such as employee entitlements, litigation and non-lending losses, impairment charges on credit commitments, surplus lease space, restructuring costs and compliance, regulation and remediation provisions. Some of the provisions involve significant judgement about the likely outcome of various events and estimated future cash flows. Refer Note 28. Income taxes The Group is subject to income taxes in Australia and jurisdictions where it has foreign operations. All our businesses predominantly operate in jurisdictions with similar tax rates to the Australian corporate tax rate. Significant judgement is required in determining the worldwide provision for income taxes. There are many transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is uncertain. For these circumstances, we hold appropriate provisions. Where the final outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred tax provisions in the period where such determination is made. Life insurance contract liabilities The actuarial valuation of life insurance contract liabilities and associated deferred policy acquisition costs are dependent upon a number of assumptions. The key factors impacting the valuation of these liabilities and related assets are the cost of providing benefits and administering the contracts, mortality and morbidity experience, discontinuance experience and the rate at which projected future cash flows are discounted. Income statement review Consolidated income statement1 For the years ending 30 September (in $m unless otherwise indicated) Interest income Interest expense Net interest income Non-interest income and impairment charges Operating expenses Impairment charges Profit before income tax Income tax expense Net profit for the year Net operating income before operating expenses Net profit attributable to non-controlling interests Net profit attributable to owners of Westpac Banking Corporation Weighted average number of ordinary shares (millions) Basic earnings per ordinary share (cents) Diluted earnings per share (cents)3 Dividends per ordinary share (cents) Dividend payout ratio (%)4 Overview of performance – 2018 v 2017 Review of Group operations 2018 US$2 2018 A$ 2017 A$ 2016 A$ 2015 A$ 2014 A$ 23,575 32,571 31,232 31,822 32,295 32,248 (11,629) (16,066) (15,716) (16,674) (18,028) (18,706) 11,946 16,505 15,516 15,148 14,267 13,542 4,074 5,628 6,286 5,837 7,375 6,395 16,020 (7,015) (514) 8,491 (2,629) 5,862 (3) 5,859 3,406 171.9 166.5 136 79.52 22,133 (9,692) (710) 11,731 (3,632) 21,802 (9,434) (853) 11,515 (3,518) 8,099 7,997 (4) (7) 8,095 3,406 237.5 230.1 188 79.52 7,990 3,355 238.0 229.3 188 79.28 20,985 (9,217) (1,124) 10,644 (3,184) 7,460 (15) 7,445 3,313 224.6 217.8 188 84.19 21,642 (9,473) (753) 11,416 (3,348) 8,068 (56) 8,012 3,140 255.0 248.2 187 73.39 19,937 (8,547) (650) 10,740 (3,115) 7,625 (64) 7,561 3,114 242.5 237.6 182 74.68 Net profit attributable to owners of Westpac Banking Corporation for 2018 was $8,095 million, an increase of $105 million or 1% compared to 2017. Features of this result included a $331 million or 2% increase in net operating income before operating expenses and impairment charges, a $258 million or 3% increase in operating expenses and a $143 million or 17% decrease in impairment charges. Net interest income increased $989 million or 6% compared to 2017, with total loan growth of 4%, mostly from Australian housing which grew 4%. Net interest margin increased 7 basis points to 2.13% reflecting increased spreads on certain Australian mortgages, a rise in Treasury income and contribution from fair value gains on economic hedges and higher deposit spreads. These increases were partly offset by the full period impact of the Bank Levy which was effective from July 2017. Wholesale funding costs were little changed, as short term funding costs increased while long term funding costs decreased. Non-interest income decreased $658 million or 10% compared to 2017 primarily due to a decrease in trading income of $257 million, the non-repeat of a large gain of $279 million on disposal of an associate (BTIM5) in 2017, an impairment loss of $104 million on the Pendal investment in 2018, and additional provisions for estimated customer refunds and payments recorded as negative income. These items were partly offset by income related to the exit of the Hastings business ($135 million). Operating expenses increased $258 million or 3% compared to 2017. The rise included annual salary increases, higher technology expenses related to the Group’s investment program, an increase in regulatory and compliance costs and costs associated with the exit of the Hastings business. These increases were partly offset by productivity benefits and lower amortisation of intangibles. Impairment charges were $143 million or 17% lower compared to 2017. Asset quality remained sound, with stressed exposures as a percentage of total committed exposures (TCE) at 1.08%, up 3 basis points over the year. The decrease in impairment charges was primarily due to reduced individual provisions for larger facilities. The effective tax rate of 31.0% was higher than the 2017 effective tax rate of 30.6% mostly related to an increase in non- deductible expenses. 2018 basic earnings per share were 237.5 cents per share compared to 238.0 cents per share in 2017. 1 Where accounting classifications have changed or where changes in accounting policy are adopted retrospectively, comparatives have been revised 2 Australian dollar amounts have been translated into US dollars solely for the convenience of the reader at the rate of A$1.00 = US$0.7238, the noon and may differ from results previously reported. buying rate in New York City on 28 September 2018. 3 Based on basic earnings per share, with the weighted average number of fully paid ordinary shares outstanding adjusted for the conversion of dilutive potential ordinary shares, issued for no consideration, and after adjusting earnings for distributions on dilutive potential ordinary shares. 4 Adjusted for Treasury shares. 5 Pendal Group Limited (Pendal) was previously called BT Investment Management (BTIM). 84 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 85 Review of Group operations As at 30 September 2018, gross loans to customers were $712,504 million (2017: $687,785 million) and the provision for impairment charges on loans was $2,814 million (2017: $2,866 million). Goodwill Goodwill represents the excess of purchase consideration, the amount of any non-controlling interest in the acquiree and the acquisition date fair value of any previous equity interest in the acquiree, over the fair value of the identified net assets of acquired businesses. The determination of the fair value of the assets and liabilities of acquired businesses requires the exercise of management judgement. Different fair values would result in changes to the goodwill and to the post-acquisition performance of the acquisitions. Goodwill is tested for impairment annually by determining if the carrying value of the cash-generating unit (CGU) that it has been allocated to is recoverable. The recoverable amount is the higher of the CGU’s fair value less costs to sell and its value- in-use. Determination of appropriate cash flows and discount rates for the calculation of the value in use is subjective. As at 30 September 2018, the carrying value of goodwill was $8,890 million (2017: $9,012 million). Superannuation obligations directly in retained profits. The actuarial valuation of our defined benefit plan obligations are dependent upon a series of assumptions, the key ones being price inflation, salary growth, mortality, morbidity, discount rate and investment returns. Different assumptions could significantly alter the amount of the difference between plan assets and defined benefit obligations and the amount recognised The net superannuation surplus across all our plans as at 30 September 2018 was $64 million (2017: net superannuation surplus of $5 million). As at 30 September 2018, two superannuation plans were in surplus of $89 million (2017: one plan in surplus of $48 million) and two superannuation plans were in deficit of $25 million (2017: three plans in deficit of $43 million). Provisions (other than loan impairment charges) Provisions are held in respect of a range of obligations such as employee entitlements, litigation and non-lending losses, impairment charges on credit commitments, surplus lease space, restructuring costs and compliance, regulation and remediation provisions. Some of the provisions involve significant judgement about the likely outcome of various events and estimated future cash flows. Refer Note 28. Income taxes The Group is subject to income taxes in Australia and jurisdictions where it has foreign operations. All our businesses predominantly operate in jurisdictions with similar tax rates to the Australian corporate tax rate. Significant judgement is required in determining the worldwide provision for income taxes. There are many transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is uncertain. For these circumstances, we hold appropriate provisions. Where the final outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred tax provisions in the period where such determination is made. Life insurance contract liabilities Income statement review Consolidated income statement1 For the years ending 30 September (in $m unless otherwise indicated) Interest income Interest expense Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment charges Profit before income tax Income tax expense Net profit for the year Net profit attributable to non-controlling interests Net profit attributable to owners of Westpac Banking Corporation Weighted average number of ordinary shares (millions) Basic earnings per ordinary share (cents) Diluted earnings per share (cents)3 Dividends per ordinary share (cents) Dividend payout ratio (%)4 Review of Group operations 2018 US$2 23,575 (11,629) 11,946 4,074 2018 A$ 32,571 (16,066) 16,505 5,628 2017 A$ 31,232 (15,716) 15,516 6,286 2016 A$ 31,822 (16,674) 15,148 5,837 2015 A$ 32,295 (18,028) 14,267 7,375 2014 A$ 32,248 (18,706) 13,542 6,395 16,020 (7,015) (514) 8,491 (2,629) 5,862 (3) 5,859 3,406 171.9 166.5 136 79.52 22,133 (9,692) (710) 11,731 (3,632) 8,099 (4) 8,095 3,406 237.5 230.1 188 79.52 21,802 (9,434) (853) 11,515 (3,518) 7,997 (7) 7,990 3,355 238.0 229.3 188 79.28 20,985 (9,217) (1,124) 10,644 (3,184) 7,460 (15) 7,445 3,313 224.6 217.8 188 84.19 21,642 (9,473) (753) 11,416 (3,348) 8,068 (56) 8,012 3,140 255.0 248.2 187 73.39 19,937 (8,547) (650) 10,740 (3,115) 7,625 (64) 7,561 3,114 242.5 237.6 182 74.68 2 Overview of performance – 2018 v 2017 Net profit attributable to owners of Westpac Banking Corporation for 2018 was $8,095 million, an increase of $105 million or 1% compared to 2017. Features of this result included a $331 million or 2% increase in net operating income before operating expenses and impairment charges, a $258 million or 3% increase in operating expenses and a $143 million or 17% decrease in impairment charges. Net interest income increased $989 million or 6% compared to 2017, with total loan growth of 4%, mostly from Australian housing which grew 4%. Net interest margin increased 7 basis points to 2.13% reflecting increased spreads on certain Australian mortgages, a rise in Treasury income and contribution from fair value gains on economic hedges and higher deposit spreads. These increases were partly offset by the full period impact of the Bank Levy which was effective from July 2017. Wholesale funding costs were little changed, as short term funding costs increased while long term funding costs decreased. The actuarial valuation of life insurance contract liabilities and associated deferred policy acquisition costs are dependent upon a number of assumptions. The key factors impacting the valuation of these liabilities and related assets are the cost of providing benefits and administering the contracts, mortality and morbidity experience, discontinuance experience and the rate at which projected future cash flows are discounted. Non-interest income decreased $658 million or 10% compared to 2017 primarily due to a decrease in trading income of $257 million, the non-repeat of a large gain of $279 million on disposal of an associate (BTIM5) in 2017, an impairment loss of $104 million on the Pendal investment in 2018, and additional provisions for estimated customer refunds and payments recorded as negative income. These items were partly offset by income related to the exit of the Hastings business ($135 million). Operating expenses increased $258 million or 3% compared to 2017. The rise included annual salary increases, higher technology expenses related to the Group’s investment program, an increase in regulatory and compliance costs and costs associated with the exit of the Hastings business. These increases were partly offset by productivity benefits and lower amortisation of intangibles. Impairment charges were $143 million or 17% lower compared to 2017. Asset quality remained sound, with stressed exposures as a percentage of total committed exposures (TCE) at 1.08%, up 3 basis points over the year. The decrease in impairment charges was primarily due to reduced individual provisions for larger facilities. The effective tax rate of 31.0% was higher than the 2017 effective tax rate of 30.6% mostly related to an increase in non- deductible expenses. 2018 basic earnings per share were 237.5 cents per share compared to 238.0 cents per share in 2017. 1 Where accounting classifications have changed or where changes in accounting policy are adopted retrospectively, comparatives have been revised and may differ from results previously reported. 2 Australian dollar amounts have been translated into US dollars solely for the convenience of the reader at the rate of A$1.00 = US$0.7238, the noon buying rate in New York City on 28 September 2018. 3 Based on basic earnings per share, with the weighted average number of fully paid ordinary shares outstanding adjusted for the conversion of dilutive potential ordinary shares, issued for no consideration, and after adjusting earnings for distributions on dilutive potential ordinary shares. 4 Adjusted for Treasury shares. 5 Pendal Group Limited (Pendal) was previously called BT Investment Management (BTIM). 84 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 85 Review of Group operations The Board has determined a final dividend of 94 cents per ordinary share. The full year ordinary dividends of 188 cents is unchanged over ordinary dividends declared in 2017 and represents a pay-out ratio of 79.52%. The full year ordinary dividend is fully franked. Income statement review – 2018 v 2017 Net interest income – 2018 v 2017 $m Interest income Interest expense Net interest income Increase/(decrease) in net interest income Due to change in volume Due to change in rate Change in net interest income 2018 2017 2016 32,571 31,232 31,822 (16,066) (15,716) (16,674) 16,505 15,516 15,148 648 341 989 855 (487) 368 1,313 (432) 881 Net interest income increased $989 million or 6% compared to 2017. Key features include:  A 3% growth in average interest-earning assets, primarily from Australian housing which grew 4%;  Group net interest margin increased 7 basis points. The full period impact of pricing changes for certain Australian mortgages in 2017, including investor lending and interest only loans, higher New Zealand mortgage spreads and higher term deposits spreads, were partly offset by the full period impact of the Bank Levy. Wholesale funding costs were little changed, as short term costs increased and long term costs reduced. In addition, Treasury and Markets income was higher in 2018 primarily due to increased revenue from interest risk management and a rise in contributions from fair value gains on economic hedges. Total net loans increased $24.8 billion or 4% compared to 2017. Excluding foreign currency translation impacts, total net loans increased $24.0 billion or 3%. Key features of total loan growth were:  Australian housing loans increased $17.6 billion or 4% (slightly below system growth1). Owner occupied loans increased 6% over the year, while the Group’s investor property lending grew by 2%. Principal and interest loan flows represented 77% of all new flows and now comprise 61% of the portfolio (2017: 50%);  Australian business loans increased $3.8 billion or 3% from broad based growth in Business Bank including SME, agriculture, manufacturing and property;  New Zealand lending increased NZ$3.2 billion or 4%. Housing loans grew at 4% mostly in fixed rate products, while business lending increased 4% supported by growth across agriculture, property and corporate lending; and  Other overseas lending increased $1.7 billion or 12%, across trade finance and institutional lending in Asia. Total deposits and other borrowings excluding certificates of deposits increased $31.1 billion or 6% compared to 2017, with the increase more than fully funding loan growth in the year. Excluding foreign currency translation impacts, deposits and other borrowings excluding certificates of deposits increased $29.5 billion or 6%. Key features of total deposits and other borrowings excluding certificates of deposits growth were:  Australian deposits and other borrowings excluding certificates of deposits increased $25.8 billion or 6%, particularly across term deposits (up 10%). Household deposits growth was in line with system2 and non-financial corporation deposits grew above system2. Customers continued to direct funds to mortgage offset accounts, supporting 4% growth in Australian non-interest bearing deposits;  New Zealand deposits and other borrowings excluding certificates of deposits increased NZ$3.5 billion or 6%, with the increase fully funding loan growth during the year. Term deposits grew 9%, particularly across household and institutional segments. Non-interest bearing deposits increased 12% from growth in business and consumer transaction deposits, including growth in mortgage offset accounts; and  Other overseas deposits and other borrowings excluding certificates of deposits increased $2.3 billion or 19% due to growth in deposits across Asia. Certificates of deposits decreased $5.4 billion or 11%, reflecting reduced short-term wholesale funding issuance in this form. 1 Source: Reserve Bank of Australia (RBA). 2 Source: Australian Prudential Regulation Authority (APRA). Interest spread and margin – 2018 v 2017 $m Group Net interest income Average interest earning assets Average interest bearing liabilities Average net non-interest bearing assets, liabilities and equity Interest spread1 Net interest margin3 Benefit of net non-interest bearing assets, liabilities and equity2 Review of Group operations 2018 2017 2016 16,505 15,516 15,148 774,944 752,294 721,843 715,509 694,924 667,276 59,435 57,370 54,567 1.95% 0.18% 2.13% 1.89% 0.17% 2.06% 1.91% 0.19% 2.10% Net interest margin was 2.13% in 2018, up 7 basis points compared to 2017. Key drivers of the margin increase were: 2 basis points increase from loan spreads. This reflected the full period impact of pricing changes for certain Australian mortgages in late 2017, including interest only and investor lending, along with higher spreads on New Zealand mortgages. These gains were partly offset by the impact of customers switching from interest only to principal and interest loans, retention pricing, customer preference for lower spread basic products and competition across loan markets; 2 basis points increase related to customer deposit spreads, mainly from term deposits, partly offset by the impact of lower rates on the hedging of transaction deposits; 2 basis points decrease from a rise in short term wholesale funding costs, particularly in the second half of 2018; 2 basis points increase from term wholesale funding as pricing for new term issuance was lower than the portfolio average; 4 basis points decrease from the full period impact of the Bank Levy, which was introduced on 1 July 2017; 1 basis point increase in capital and other largely from the positive effect of higher capital balances, partly offset by the impact of lower interest rates; and 6 basis points increase from Treasury and Markets, due to increased Treasury revenue from interest rate risk management and a rise in contributions from fair value gains on economic hedges. Non-interest income – 2018 v 2017 Wealth management and insurance income $m Fees and commissions Trading income Other income Non-interest income 2018 2017 2016 2,550 2,061 945 72 5,628 2,755 1,800 1,202 529 6,286 2,755 1,899 1,124 59 5,837 Non-interest income decreased $658 million or 10% over the year. 2018 was impacted by a number of infrequent items, including income related to the exit of the Hastings business ($135 million) partly offset by an increase in provisions for estimated customer refunds and payments (up $52 million from $111 million in 2017 to $163 million in 2018). Excluding the impact of these infrequent items and the partial sale of BTIM shares of $279 million in 2017, non-interest income was $462 million or 8% lower, primarily due to reduced markets income and lower banking fee income from the full period impact of regulatory changes to Australian credit card interchange fees and removal of ATM withdrawal fees. Fees and commissions decreased $205 million or 7% compared to 2017, largely due to: additional provisions for estimated customer refunds and payments ($101 million), related to Advice and retail banking products; lower revenue from the removal of ATM withdrawal fees and changes to transaction fees ($64 million); lower credit card income ($49 million) from the full period impact of regulatory changes to Australian interchange rates from 1 July 2017 and lower rewards redemptions; and lower corporate and institutional lending fees ($23 million) from a reduction in unused customer limits; partly offset by higher business lending fees ($40 million) primarily driven by portfolio growth. Interest spread is the difference between the average yield on all interest earning assets and the average yield on all interest bearing liabilities. 2 The benefit of net non-interest bearing assets, liabilities and equity is determined by applying the average yield paid on all interest bearing liabilities to the average level of net non-interest bearing funds as a percentage of average interest earning assets. 3 Net interest margin is calculated by dividing net interest income by average interest earning assets.             1 86 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 87 Review of Group operations is fully franked. Income statement review – 2018 v 2017 Net interest income – 2018 v 2017 $m Interest income Interest expense Net interest income Increase/(decrease) in net interest income Due to change in volume Due to change in rate Change in net interest income 2018 2017 2016 32,571 31,232 31,822 (16,066) (15,716) (16,674) 16,505 15,516 15,148 648 341 989 855 (487) 368 1,313 (432) 881 Net interest income increased $989 million or 6% compared to 2017. Key features include:  A 3% growth in average interest-earning assets, primarily from Australian housing which grew 4%;  Group net interest margin increased 7 basis points. The full period impact of pricing changes for certain Australian mortgages in 2017, including investor lending and interest only loans, higher New Zealand mortgage spreads and higher term deposits spreads, were partly offset by the full period impact of the Bank Levy. Wholesale funding costs were little changed, as short term costs increased and long term costs reduced. In addition, Treasury and Markets income was higher in 2018 primarily due to increased revenue from interest risk management and a rise in contributions from fair value Total net loans increased $24.8 billion or 4% compared to 2017. Excluding foreign currency translation impacts, total net loans gains on economic hedges. increased $24.0 billion or 3%. Key features of total loan growth were:  Australian housing loans increased $17.6 billion or 4% (slightly below system growth1). Owner occupied loans increased 6% over the year, while the Group’s investor property lending grew by 2%. Principal and interest loan flows represented 77% of all new flows and now comprise 61% of the portfolio (2017: 50%);  Australian business loans increased $3.8 billion or 3% from broad based growth in Business Bank including SME, agriculture, manufacturing and property;  New Zealand lending increased NZ$3.2 billion or 4%. Housing loans grew at 4% mostly in fixed rate products, while business lending increased 4% supported by growth across agriculture, property and corporate lending; and  Other overseas lending increased $1.7 billion or 12%, across trade finance and institutional lending in Asia. Total deposits and other borrowings excluding certificates of deposits increased $31.1 billion or 6% compared to 2017, with the increase more than fully funding loan growth in the year. Excluding foreign currency translation impacts, deposits and other borrowings excluding certificates of deposits increased $29.5 billion or 6%. Key features of total deposits and other borrowings excluding certificates of deposits growth were:  Australian deposits and other borrowings excluding certificates of deposits increased $25.8 billion or 6%, particularly across term deposits (up 10%). Household deposits growth was in line with system2 and non-financial corporation deposits grew above system2. Customers continued to direct funds to mortgage offset accounts, supporting 4% growth in Australian non-interest bearing deposits;  New Zealand deposits and other borrowings excluding certificates of deposits increased NZ$3.5 billion or 6%, with the increase fully funding loan growth during the year. Term deposits grew 9%, particularly across household and institutional segments. Non-interest bearing deposits increased 12% from growth in business and consumer transaction deposits, including growth in mortgage offset accounts; and  Other overseas deposits and other borrowings excluding certificates of deposits increased $2.3 billion or 19% due to growth in deposits across Asia. Certificates of deposits decreased $5.4 billion or 11%, reflecting reduced short-term wholesale funding issuance in this form. 1 Source: Reserve Bank of Australia (RBA). 2 Source: Australian Prudential Regulation Authority (APRA). The Board has determined a final dividend of 94 cents per ordinary share. The full year ordinary dividends of 188 cents is unchanged over ordinary dividends declared in 2017 and represents a pay-out ratio of 79.52%. The full year ordinary dividend Interest spread and margin – 2018 v 2017 $m Group Net interest income Average interest earning assets Average interest bearing liabilities Average net non-interest bearing assets, liabilities and equity Interest spread1 Benefit of net non-interest bearing assets, liabilities and equity2 Net interest margin3 Review of Group operations 2018 2017 2016 16,505 15,516 15,148 774,944 752,294 721,843 715,509 694,924 667,276 59,435 57,370 54,567 1.95% 0.18% 2.13% 1.89% 0.17% 2.06% 1.91% 0.19% 2.10% Net interest margin was 2.13% in 2018, up 7 basis points compared to 2017. Key drivers of the margin increase were:        2 basis points increase from loan spreads. This reflected the full period impact of pricing changes for certain Australian mortgages in late 2017, including interest only and investor lending, along with higher spreads on New Zealand mortgages. These gains were partly offset by the impact of customers switching from interest only to principal and interest loans, retention pricing, customer preference for lower spread basic products and competition across loan markets; 2 basis points increase related to customer deposit spreads, mainly from term deposits, partly offset by the impact of lower rates on the hedging of transaction deposits; 2 basis points decrease from a rise in short term wholesale funding costs, particularly in the second half of 2018; 2 basis points increase from term wholesale funding as pricing for new term issuance was lower than the portfolio average; 4 basis points decrease from the full period impact of the Bank Levy, which was introduced on 1 July 2017; 1 basis point increase in capital and other largely from the positive effect of higher capital balances, partly offset by the impact of lower interest rates; and 6 basis points increase from Treasury and Markets, due to increased Treasury revenue from interest rate risk management and a rise in contributions from fair value gains on economic hedges. 2 Non-interest income – 2018 v 2017 $m Fees and commissions Wealth management and insurance income Trading income Other income Non-interest income 2018 2017 2016 2,550 2,061 945 72 5,628 2,755 1,800 1,202 529 6,286 2,755 1,899 1,124 59 5,837 Non-interest income decreased $658 million or 10% over the year. 2018 was impacted by a number of infrequent items, including income related to the exit of the Hastings business ($135 million) partly offset by an increase in provisions for estimated customer refunds and payments (up $52 million from $111 million in 2017 to $163 million in 2018). Excluding the impact of these infrequent items and the partial sale of BTIM shares of $279 million in 2017, non-interest income was $462 million or 8% lower, primarily due to reduced markets income and lower banking fee income from the full period impact of regulatory changes to Australian credit card interchange fees and removal of ATM withdrawal fees. Fees and commissions decreased $205 million or 7% compared to 2017, largely due to:  additional provisions for estimated customer refunds and payments ($101 million), related to Advice and retail banking products;     lower revenue from the removal of ATM withdrawal fees and changes to transaction fees ($64 million); lower credit card income ($49 million) from the full period impact of regulatory changes to Australian interchange rates from 1 July 2017 and lower rewards redemptions; and lower corporate and institutional lending fees ($23 million) from a reduction in unused customer limits; partly offset by higher business lending fees ($40 million) primarily driven by portfolio growth. Interest spread is the difference between the average yield on all interest earning assets and the average yield on all interest bearing liabilities. 1 2 The benefit of net non-interest bearing assets, liabilities and equity is determined by applying the average yield paid on all interest bearing liabilities to the average level of net non-interest bearing funds as a percentage of average interest earning assets. 3 Net interest margin is calculated by dividing net interest income by average interest earning assets. 86 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 87 Review of Group operations Wealth management and insurance income increased $261 million or 15% compared to 2017, reflecting:  a rise in Hastings revenue which included fees of $144 million related to the exit of the business, the associated costs can be seen in other expenses;    a fall in provisions for estimated customer refunds and payments for wealth products ($49 million); higher revenue from investments in boutique funds ($43 million); and higher insurance income ($41 million) reflecting: - increase in general insurance income ($24 million) from lower claims, with the prior year impacted by Cyclone Debbie, and a 2% increase in net earned premiums; - increase in life insurance income ($34 million) from movements in policyholder tax recoveries and a 17% increase to earned premiums, primarily due to BTFG commencing the management of Group Insurance for BTFG Corporate Super in 2018. This was partly offset by a rise in claims; and  - lower LMI contribution ($17 million) due to a reduction in loans written at higher LVR bands; partly offset by lower platforms income ($14 million), impacted by margin compression and pricing changes to BT Panorama in July 2018. This was partly offset by the benefit of higher asset markets. Trading income decreased $257 million or 21% compared to 2017. The majority of the reduction was due to a lower fixed income trading result. Other income decreased $457 million or 86% compared to 2017 reflecting the partial sale of BTIM shares ($279 million) in 2017 that did not repeat, impairment loss on the remaining Pendal shares ($104 million), the impact of hedging future earnings (down $44 million) and lower rental income ($36 million). Operating expenses – 2018 v 2017 $m Staff expenses Occupancy expenses Technology expenses Other expenses Total operating expenses Total operating expenses to net operating income ratio 2018 2017 2016 4,887 1,033 2,110 1,662 4,701 1,073 2,008 1,652 4,601 1,032 1,929 1,655 9,692 43.79% 9,434 43.27% 9,217 43.92% Operating expenses increased $258 million or 3% compared to 2017. The key factors of the result were:  higher costs from infrequent items of $233 million related to exit of the Hastings business ($121 million), costs associated with implementing customer refunds and payments ($62 million) and provisions for litigation ($50 million);      growth in regulation and compliance expenses of $184 million, including expenses related to the Royal Commission of $62 million; higher investment related expenses of $125 million largely across our banking and wealth platforms; and growth in other operating costs of $178 million; partly offset by lower intangible asset amortisation of $158 million; and productivity benefits of $304 million. Staff expenses increased $186 million or 4% compared to 2017 from the full period impact of annual salary increases, higher restructuring costs (up $39 million) and additional FTE for regulatory and compliance activities and the Group’s investment program. This was partly offset by lower bonuses and productivity benefits largely related to simplifying the organisation and digitising processes across the branch network and operations. Occupancy expenses decreased $40 million or 4% from lower depreciation on operating leases (down $30 million) and benefits from retail property consolidation (branch numbers down by 47 across the Group), partly offset by higher energy costs. Technology expenses increased $102 million or 5% compared to 2017, primarily due to the Group’s investment program. Higher technology services costs (up $82 million) and software maintenance and licensing costs (up $29 million) were driven by continued investment spend, increased volumes and new software licences following upgraded capability. This was partly offset by lower IT equipment depreciation (down $17 million) as prior investment in data centres was fully depreciated. Review of Group operations Other expenses increased $10 million or 1% during the year and contained a number of infrequent items, including the write- off of Hastings goodwill ($105 million) following the exit of that business, provisions for litigation ($50 million) and costs associated with implementing customer refunds and payments ($25 million). Excluding these items, expenses reduced by $170 million primarily due to lower amortisation of intangible assets (down $158 million) as a number of intangible assets were fully amortised during the year; postage and stationery costs decreased ($35 million) as customers migrated to electronic statements; and lower credit card loyalty program costs down ($26 million) from changes to reward programs; and benefits from disciplined cost management. These were partly offset by costs associated with the Royal Commission. Impairment charges – 2018 v 2017 $m Impairment charges Impairment charges to average gross loans (basis points) 2018 2017 2016 710 10 853 13 1,124 17 Asset quality remained sound through 2018 with stressed assets to total committed exposures increasing by 3 basis points to 1.08%. The increase in stress mostly reflects higher mortgage delinquencies and a small rise in stressed exposures in Business Bank. Impaired assets were lower, with gross impaired assets to gross loans 2 basis points lower at 0.20% compared to 30 September 2017. Provisioning levels at 30 September 2018 of $3,053 million were $66 million lower compared to 30 September 2017. IAPs were $58 million lower in line with the decline in impaired facilities while CAPs were $8 million lower. Within CAPs the overlay was down $22 million to $301 million at 30 September 2018. Impairment charges for 2018 of $710 million are equivalent to 10 basis points of average loans and were down $143 million when compared to 2017. Key movements included:   total new IAPs less write-backs and recoveries were $112 million lower than 2017. This was due to lower new IAPs (down $239 million) partially offset by lower write-backs. The reduction in new IAPs was due to a small number of large impairments in WIB in 2017 while in 2018 no new large impaired loans (greater than $50 million) emerged during the year. New IAPs in Business Bank were also lower. This was partially offset by higher new IAPs in New Zealand; and total new CAPs were $31 million lower due to a $110 million reduction in write-offs partially offset by a $79 million fall in the benefit from other changes in CAPs. Write-offs were lower, principally in Consumer Bank from the credit card portfolio and in Business Bank related to the auto finance and commercial portfolios. The overlay was $22 million lower in 2018 compared to a $66 million reduction in 2017. Income tax expense – 2018 v 2017 $m Income tax expense Tax as a percentage of profit before income tax expense (effective tax rate) 2018 2017 2016 3,632 3,518 30.96% 30.55% 3,184 29.91% The effective tax rate of 31.0% in 2018 was higher than the 2017 effective tax rate of 30.6%. The effective tax rate was higher than the Australian corporate tax rate of 30% due to the non-deductibility of certain expenses, including penalties and the write- off of Hastings goodwill associated with the exit of that business. 88 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 89 Review of Group operations Wealth management and insurance income increased $261 million or 15% compared to 2017, reflecting: a rise in Hastings revenue which included fees of $144 million related to the exit of the business, the associated costs can be seen in other expenses; a fall in provisions for estimated customer refunds and payments for wealth products ($49 million); higher revenue from investments in boutique funds ($43 million); and higher insurance income ($41 million) reflecting: Review of Group operations Other expenses increased $10 million or 1% during the year and contained a number of infrequent items, including the write- off of Hastings goodwill ($105 million) following the exit of that business, provisions for litigation ($50 million) and costs associated with implementing customer refunds and payments ($25 million). Excluding these items, expenses reduced by $170 million primarily due to lower amortisation of intangible assets (down $158 million) as a number of intangible assets were fully amortised during the year; postage and stationery costs decreased ($35 million) as customers migrated to electronic statements; and lower credit card loyalty program costs down ($26 million) from changes to reward programs; and benefits from disciplined cost management. These were partly offset by costs associated with the Royal Commission. - increase in general insurance income ($24 million) from lower claims, with the prior year impacted by Cyclone Debbie, and a 2% increase in net earned premiums; Impairment charges – 2018 v 2017 $m - increase in life insurance income ($34 million) from movements in policyholder tax recoveries and a 17% increase to earned premiums, primarily due to BTFG commencing the management of Group Insurance for BTFG Corporate Super Impairment charges Impairment charges to average gross loans (basis points) 2018 2017 2016 710 10 853 13 1,124 17 in 2018. This was partly offset by a rise in claims; and - lower LMI contribution ($17 million) due to a reduction in loans written at higher LVR bands; partly offset by lower platforms income ($14 million), impacted by margin compression and pricing changes to BT Panorama in July 2018. This was partly offset by the benefit of higher asset markets. Trading income decreased $257 million or 21% compared to 2017. The majority of the reduction was due to a lower fixed income trading result. Other income decreased $457 million or 86% compared to 2017 reflecting the partial sale of BTIM shares ($279 million) in 2017 that did not repeat, impairment loss on the remaining Pendal shares ($104 million), the impact of hedging future earnings (down $44 million) and lower rental income ($36 million). Operating expenses – 2018 v 2017 $m Staff expenses Occupancy expenses Technology expenses Other expenses Total operating expenses Total operating expenses to net operating income ratio 2018 2017 2016 4,887 1,033 2,110 1,662 9,692 4,701 1,073 2,008 1,652 9,434 43.79% 43.27% 4,601 1,032 1,929 1,655 9,217 43.92% Asset quality remained sound through 2018 with stressed assets to total committed exposures increasing by 3 basis points to 1.08%. The increase in stress mostly reflects higher mortgage delinquencies and a small rise in stressed exposures in Business Bank. Impaired assets were lower, with gross impaired assets to gross loans 2 basis points lower at 0.20% compared to 30 September 2017. 2 Provisioning levels at 30 September 2018 of $3,053 million were $66 million lower compared to 30 September 2017. IAPs were $58 million lower in line with the decline in impaired facilities while CAPs were $8 million lower. Within CAPs the overlay was down $22 million to $301 million at 30 September 2018. Impairment charges for 2018 of $710 million are equivalent to 10 basis points of average loans and were down $143 million when compared to 2017. Key movements included:  total new IAPs less write-backs and recoveries were $112 million lower than 2017. This was due to lower new IAPs (down $239 million) partially offset by lower write-backs. The reduction in new IAPs was due to a small number of large impairments in WIB in 2017 while in 2018 no new large impaired loans (greater than $50 million) emerged during the year. New IAPs in Business Bank were also lower. This was partially offset by higher new IAPs in New Zealand; and  total new CAPs were $31 million lower due to a $110 million reduction in write-offs partially offset by a $79 million fall in the benefit from other changes in CAPs. Write-offs were lower, principally in Consumer Bank from the credit card portfolio and in Business Bank related to the auto finance and commercial portfolios. The overlay was $22 million lower in 2018 compared to a $66 million reduction in 2017. Operating expenses increased $258 million or 3% compared to 2017. The key factors of the result were: Income tax expense – 2018 v 2017 higher costs from infrequent items of $233 million related to exit of the Hastings business ($121 million), costs associated $m with implementing customer refunds and payments ($62 million) and provisions for litigation ($50 million); growth in regulation and compliance expenses of $184 million, including expenses related to the Royal Commission of $62 Income tax expense Tax as a percentage of profit before income tax expense (effective tax rate) 2018 2017 2016 3,632 30.96% 3,518 30.55% 3,184 29.91% The effective tax rate of 31.0% in 2018 was higher than the 2017 effective tax rate of 30.6%. The effective tax rate was higher than the Australian corporate tax rate of 30% due to the non-deductibility of certain expenses, including penalties and the write- off of Hastings goodwill associated with the exit of that business.            million; higher investment related expenses of $125 million largely across our banking and wealth platforms; and growth in other operating costs of $178 million; partly offset by lower intangible asset amortisation of $158 million; and productivity benefits of $304 million. Staff expenses increased $186 million or 4% compared to 2017 from the full period impact of annual salary increases, higher restructuring costs (up $39 million) and additional FTE for regulatory and compliance activities and the Group’s investment program. This was partly offset by lower bonuses and productivity benefits largely related to simplifying the organisation and digitising processes across the branch network and operations. Occupancy expenses decreased $40 million or 4% from lower depreciation on operating leases (down $30 million) and benefits from retail property consolidation (branch numbers down by 47 across the Group), partly offset by higher energy costs. Technology expenses increased $102 million or 5% compared to 2017, primarily due to the Group’s investment program. Higher technology services costs (up $82 million) and software maintenance and licensing costs (up $29 million) were driven by continued investment spend, increased volumes and new software licences following upgraded capability. This was partly offset by lower IT equipment depreciation (down $17 million) as prior investment in data centres was fully depreciated. 88 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 89 Review of Group operations 2018 US$1 2018 A$ 2017 A$ 2016 A$ 2015 A$ 2014 A$ 2.13 0.92 13.05 13.05 7.01 10.63 12.78 14.74 171.9 166.5 136 2.13 0.92 13.05 13.05 7.01 10.63 12.78 14.74 237.5 230.1 188 2.06 0.92 13.65 13.64 6.78 10.56 12.66 14.82 238.0 229.3 188 2.10 0.88 13.32 13.18 6.69 9.48 11.17 13.11 224.6 217.8 188 2.09 1.00 16.23 15.96 6.29 9.50 11.38 13.26 255.0 248.2 187 2.09 1.03 16.27 15.97 6.42 8.97 10.56 12.28 242.5 237.6 182 79.52 79.52 79.28 84.19 73.39 74.68 Summary of consolidated ratios As at 30 September (in $m unless otherwise indicated) Profitability ratios (%) Net interest margin2 Return on average assets3 Return on average ordinary equity4 Return on average total equity5 Capital ratios (%) Average total equity to average total assets Common equity Tier 1 Tier 1 ratio Total capital ratio Earning ratios Basic earnings per ordinary share (cents)6 Diluted earnings per ordinary share (cents)7 Dividends per ordinary share (cents) Dividend payout ratio (%) Credit quality ratios average loans (bps) Balance sheet review Assets – 2018 v 2017 Impairment charges on loans written off (net of recoveries) 686 948 1,488 1,052 1,107 1,302 Impairment charges on loans written off (net of recoveries) to 14 14 22 16 18 23 Total assets as at 30 September 2018 were $879.6 billion, an increase of $27.7 billion or 3% compared to 30 September 2017. Significant movements during the year included: cash and balances with central banks increased $8.0 billion or 44% reflecting higher liquid assets held in this form; receivables due from other financial institutions decreased $1.3 billion or 19% mainly due to a reduction in collateral posted with derivative counterparties and lower interbank lending; trading securities and financial assets designated at fair value and available-for-sale securities decreased $2.8 billion or 3% reflecting lower holdings of liquid assets in this form; loans grew $24.8 billion or 4%. Refer to loan quality – 2018 v 2017 below for further information; and      Review of Group operations Balance sheet review Selected consolidated balance sheet data1 The detailed components of the balance sheet are set out in the notes to the financial statements. As at 30 September Cash and balances with central banks 2018 US$m2 19,131 2018 A$m 2017 A$m 2016 A$m 2015 A$m 2014 A$m 26,431 18,397 17,015 14,770 25,760 Receivables due from other financial institutions 4,191 5,790 7,128 9,951 9,583 7,424 Trading securities and financial assets designated at fair value and available-for-sale securities 60,259 83,253 86,034 81,833 82,287 81,933 Derivative financial instruments 17,444 24,101 24,033 32,227 48,173 41,404 Loans Life insurance assets All other assets Total assets 513,674 709,690 684,919 661,926 623,316 580,343 6,840 9,450 10,643 14,192 13,125 11,007 15,110 20,877 20,721 22,058 20,902 22,971 636,649 879,592 851,875 839,202 812,156 770,842 Payables due to other financial institutions 13,128 18,137 21,907 18,209 18,731 18,636 Deposits and other borrowings 404,810 559,285 533,591 513,071 475,328 460,822 Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues Life insurance liabilities All other liabilities 3,110 4,297 4,056 4,752 9,226 19,236 17,666 24,407 25,375 36,076 48,304 39,539 124,925 172,596 168,356 169,902 171,054 152,251 5,499 8,277 7,597 9,019 12,361 11,559 9,637 11,435 10,563 10,845 10,199 10,526 Total liabilities excluding loan capital 577,415 797,754 772,867 765,216 744,401 710,647 Loan capital Total liabilities Net assets Total equity attributable to owners of Westpac Banking Corporation Non-controlling interests Total shareholders' equity and non- controlling interests Average balances Total assets Loans and other receivables3 Total equity attributable to owners of Westpac Banking Corporation Non-controlling interests 12,496 17,265 17,666 15,805 13,840 10,858 589,911 815,019 790,533 781,021 758,241 721,505 46,738 64,573 61,342 58,181 53,915 49,337 46,700 64,521 61,288 58,120 53,098 48,456 38 52 54 61 817 881 46,738 64,573 61,342 58,181 53,915 49,337 640,291 884,624 864,525 843,555 798,703 737,124 life insurance assets decreased $1.2 billion or 11%, due to the transfer by an investor to another Group managed fund that 494,757 683,555 658,058 629,159 594,200 559,789 is not consolidated. 44,888 22 62,017 31 58,556 20 55,896 575 49,361 854 46,477 862 1 Where accounting classifications have changed or where changes in accounting policy are adopted retrospectively, comparatives have been revised and may differ from results previously reported. 2 Australian dollar amounts have been translated into US dollars solely for the convenience of the reader at the rate of A$1.00 = US$0.7238, the noon 3 buying rate in New York City on 28 September 2018. Includes interest earning balances. Loans and other receivables are stated net of provisions for impairment charges on loans. Other receivables include cash and balances with central banks and other interest earning assets. 1 Australian dollar amounts have been translated into US dollars solely for the convenience of the reader at the rate of A$1.00 = US$0.7238, the noon buying rate in New York City on 28 September 2018. 2 Calculated by dividing net interest income by average interest earning assets. 3 Calculated by dividing net profit attributable to owners of Westpac Banking Corporation by average total assets. 4 Calculated by dividing net profit attributable to owners of Westpac Banking Corporation by average ordinary equity. 5 Calculated by dividing net profit attributable to owners of Westpac Banking Corporation by average ordinary equity and non-controlling interests. 6 Based on the weighted average number of fully paid ordinary shares. 7 Based on basic earnings per share, with the weighted average number of fully paid ordinary shares outstanding adjusted for the conversion of dilutive potential ordinary shares, issued for no consideration, and after adjusting earnings for distributions on dilutive potential ordinary shares. 90 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 91 Review of Group operations Balance sheet review Selected consolidated balance sheet data1 The detailed components of the balance sheet are set out in the notes to the financial statements. As at 30 September 2018 US$m2 2018 A$m 2017 A$m 2016 A$m 2015 A$m 2014 A$m Cash and balances with central banks 19,131 26,431 18,397 17,015 14,770 25,760 Receivables due from other financial institutions 4,191 5,790 7,128 9,951 9,583 7,424 Trading securities and financial assets designated at fair value and available-for-sale securities 60,259 83,253 86,034 81,833 82,287 81,933 Derivative financial instruments 17,444 24,101 24,033 32,227 48,173 41,404 Loans Life insurance assets All other assets Total assets 513,674 709,690 684,919 661,926 623,316 580,343 6,840 9,450 10,643 14,192 13,125 11,007 15,110 20,877 20,721 22,058 20,902 22,971 636,649 879,592 851,875 839,202 812,156 770,842 Payables due to other financial institutions 13,128 18,137 21,907 18,209 18,731 18,636 Deposits and other borrowings 404,810 559,285 533,591 513,071 475,328 460,822 Total liabilities excluding loan capital 577,415 797,754 772,867 765,216 744,401 710,647 Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues Life insurance liabilities All other liabilities Loan capital Total liabilities Net assets Total equity attributable to owners of Westpac Banking Corporation Non-controlling interests Total shareholders' equity and non- controlling interests Average balances Total assets Loans and other receivables3 Total equity attributable to owners of Westpac Banking Corporation Non-controlling interests 3,110 4,297 4,056 4,752 9,226 19,236 17,666 24,407 25,375 36,076 48,304 39,539 124,925 172,596 168,356 169,902 171,054 152,251 5,499 8,277 7,597 9,019 12,361 11,559 9,637 11,435 10,563 10,845 10,199 10,526 12,496 17,265 17,666 15,805 13,840 10,858 589,911 815,019 790,533 781,021 758,241 721,505 46,738 64,573 61,342 58,181 53,915 49,337 46,700 64,521 61,288 58,120 53,098 48,456 38 52 54 61 817 881 46,738 64,573 61,342 58,181 53,915 49,337 640,291 884,624 864,525 843,555 798,703 737,124 494,757 683,555 658,058 629,159 594,200 559,789 44,888 62,017 58,556 55,896 49,361 46,477 22 31 20 575 854 862 Summary of consolidated ratios As at 30 September (in $m unless otherwise indicated) Profitability ratios (%) Net interest margin2 Return on average assets3 Return on average ordinary equity4 Return on average total equity5 Capital ratios (%) Average total equity to average total assets Common equity Tier 1 Tier 1 ratio Total capital ratio Earning ratios Basic earnings per ordinary share (cents)6 Diluted earnings per ordinary share (cents)7 Dividends per ordinary share (cents) Dividend payout ratio (%) Credit quality ratios Review of Group operations 2018 US$1 2018 A$ 2017 A$ 2016 A$ 2015 A$ 2014 A$ 2.13 0.92 13.05 13.05 7.01 10.63 12.78 14.74 171.9 166.5 136 2.13 0.92 13.05 13.05 7.01 10.63 12.78 14.74 237.5 230.1 188 2.06 0.92 13.65 13.64 6.78 10.56 12.66 14.82 238.0 229.3 188 2.10 0.88 13.32 13.18 6.69 9.48 11.17 13.11 224.6 217.8 188 2.09 1.00 16.23 15.96 6.29 9.50 11.38 13.26 255.0 248.2 187 2.09 1.03 16.27 15.97 6.42 8.97 10.56 12.28 242.5 237.6 182 79.52 79.52 79.28 84.19 73.39 74.68 2 Impairment charges on loans written off (net of recoveries) 686 948 1,488 1,052 1,107 1,302 Impairment charges on loans written off (net of recoveries) to average loans (bps) 14 14 22 16 18 23 Balance sheet review Assets – 2018 v 2017 Total assets as at 30 September 2018 were $879.6 billion, an increase of $27.7 billion or 3% compared to 30 September 2017. Significant movements during the year included:   receivables due from other financial institutions decreased $1.3 billion or 19% mainly due to a reduction in collateral posted with derivative counterparties and lower interbank lending; cash and balances with central banks increased $8.0 billion or 44% reflecting higher liquid assets held in this form;    trading securities and financial assets designated at fair value and available-for-sale securities decreased $2.8 billion or 3% reflecting lower holdings of liquid assets in this form; loans grew $24.8 billion or 4%. Refer to loan quality – 2018 v 2017 below for further information; and life insurance assets decreased $1.2 billion or 11%, due to the transfer by an investor to another Group managed fund that is not consolidated. 1 Where accounting classifications have changed or where changes in accounting policy are adopted retrospectively, comparatives have been revised 2 Australian dollar amounts have been translated into US dollars solely for the convenience of the reader at the rate of A$1.00 = US$0.7238, the noon and may differ from results previously reported. buying rate in New York City on 28 September 2018. Includes interest earning balances. Loans and other receivables are stated net of provisions for impairment charges on loans. Other receivables include cash and balances with central banks and other interest earning assets. 3 90 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 91 1 Australian dollar amounts have been translated into US dollars solely for the convenience of the reader at the rate of A$1.00 = US$0.7238, the noon buying rate in New York City on 28 September 2018. 2 Calculated by dividing net interest income by average interest earning assets. 3 Calculated by dividing net profit attributable to owners of Westpac Banking Corporation by average total assets. 4 Calculated by dividing net profit attributable to owners of Westpac Banking Corporation by average ordinary equity. 5 Calculated by dividing net profit attributable to owners of Westpac Banking Corporation by average ordinary equity and non-controlling interests. 6 Based on the weighted average number of fully paid ordinary shares. 7 Based on basic earnings per share, with the weighted average number of fully paid ordinary shares outstanding adjusted for the conversion of dilutive potential ordinary shares, issued for no consideration, and after adjusting earnings for distributions on dilutive potential ordinary shares. Review of Group operations Liabilities and equity – 2018 v 2017 Total liabilities as at 30 September 2018 were $815.0 billion, an increase of $24.5 billion or 3% compared to 30 September 2017. Significant movements during the year included:  payables due to other financial institutions decreased $3.8 billion or 17% due to lower securities sold under agreements to repurchase, interbank borrowings and collateral posted by derivative counterparties, partly offset by higher offshore central bank deposits;    deposits and other borrowings increased $25.7 billion or 5%; debt issues increased $4.2 billion or 3% ($6.8 billion or 4% decrease excluding foreign currency translation impacts); and Restructured loans: life insurance liabilities decreased $1.4 billion or 16%, due to the transfer by an investor to another Group managed fund that is not consolidated. Equity attributable to owners of Westpac Banking Corporation increased $3.2 billion reflecting retained profits less dividends paid during the period, shares issued under the 2018 interim DRP and 2017 final DRP and the conversion of some convertible preference shares to ordinary share capital. Overdrafts, personal loans and revolving credit facilities greater than Loan quality – 2018 v 2017 $m Total gross loans1 Average gross loans Australia New Zealand Other overseas Total average gross loans As at 30 September 2018 2017 2016 712,504 687,785 665,256 611,398 588,920 562,633 73,000 72,269 67,686 16,228 700,626 12,837 674,026 15,112 645,431 Total gross loans represented 81% of the total assets of the Group as at 30 September 2018, unchanged from 2017. Australia average gross loans were $611.4 billion in 2018, an increase of $22.5 billion or 4% from $588.9 billion in 2017. This increase was primarily due to growth in housing loans. New Zealand average gross loans were $73.0 billion in 2018, an increase of $0.7 billion or 1% from $72.3 billion in 2017. This increase was primarily due to growth in housing loans. Other overseas average loans were $16.2 billion in 2018, an increase of $3.4 billion or 26% from $12.8 billion in 2017. This was primarily due to an increase in Asia. Approximately 13% of the loans at 30 September 2018 mature within one year and 18% mature between one year and five years. Retail lending comprises the majority of the loan portfolio maturing after five years. 1 Gross loans are stated before related provisions for impairment. 92 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 93 $m Impaired loans Non-performing loans1: Impairment provisions Gross Net Gross Net Gross Net Impairment provisions 90 days past due: Impairment provisions Net impaired loans Review of Group operations As at 30 September 2018 2017 2016 2015 2014 1,019 1,142 1,851 1,593 (458) 561 (507) 635 (885) 966 (689) 904 2,030 (862) 1,168 26 (6) 20 371 (189) 182 763 27 (12) 15 373 (195) 178 828 31 (16) 15 39 (16) 23 93 (44) 49 277 (166) 111 263 (172) 91 217 (141) 76 1,092 1,018 1,293 422 2,631 480 2,639 869 2,733 669 2,663 867 2,614 3,053 3,119 3,602 3,332 3,481 46.12% 46.30% 49.42% 46.28% 44.76% 0.20% 0.22% 0.32% 0.30% 0.40% 0.43% 0.45% 0.54% 0.53% 0.60% 215.6% 202.3% 166.8% 175.8% 148.8% Provisions for impairment on loans and credit commitments Individually assessed provisions Collectively assessed provisions Total provisions for impairment on loans and credit commitments Loan quality Total impairment provisions for impaired loans to total impaired loans2 Total impaired loans to total loans Total provisions for impairment on loans and credit commitments Total provisions for impairment on loans and credit commitments to total to total loans impaired loans September 2017. The credit quality remained sound over 2018, with total stressed exposures to TCE increasing by 3 basis points to 1.08%. Total impaired loans as a percentage of total gross loans were 0.20% at 30 September 2018, a decrease of 0.02% from 0.22% at 30 At 30 September 2018, we had one impaired counterparty with exposure greater than $50 million, accounting for 4% of total impaired loans. This compares to one impaired counterparty with exposure greater than $50 million in 2017 accounting for 5% of total impaired loans. There were two impaired counterparties at 30 September 2018 that were less than $50 million and greater than $20 million (2017: four impaired counterparties). At 30 September 2018, 79% of our exposure was to either investment grade or secured consumer mortgage segment (2017: 78%, 2016: 78%, 2015: 77%, 2014: 77%) and 95% of our exposure as at 30 September 2018 was in Australia, New Zealand and the Pacific region (2017: 96%, 2016: 96%, 2015: 95%, 2014: 95%). We believe that Westpac remains appropriately provisioned. Total impairment provisions for impaired loans to total impaired loans coverage at 46.1% at 30 September 2018 compared to 46.3% at 30 September 2017. Total provisions for impairment on loans and credit commitments to total impaired loans represented 215.6% of total impaired loans as at 30 September 2018, up from 202.3% at 30 September 2017. Total provisions for impairments on loans and credit commitments to total loans were 0.43% at 30 September 2018, down from 0.45% at 30 September 2017 (2016: 0.54%). Group mortgage loans 90 days past due at 30 September 2018 were 0.67% of outstandings, up from 0.62% of outstandings at 30 September 2017 (2016: 0.61%). Group other consumer loan delinquencies (including credit card and personal loan products) were 1.64% of outstandings as at 30 September 2018, up from 1.57% of outstandings as at 30 September 2017 (2016: 1.11%). Potential problem loans as at 30 September 2018 amounted to $1,691 million, an increase of 36% from $1,247 million at 30 September 2017. The increase in potential problem loans was mainly due to the downgrade of a small number of companies in the Australian and New Zealand business portfolios. 1 Non-performing loans are loans with an impaired internal risk grade, excluding restructured assets. 2 Impairment provisions relating to impaired loans include IAP plus the proportion of the CAP that relate to impaired loans. The proportion of the CAP that relates to impaired loans was $231 million as at 30 September 2018 (2017: $234 million, 2016: $198 million, 2015: $208 million, 2014: $180 million). This sum is compared to the total gross impaired loans to determine this ratio. Review of Group operations Liabilities and equity – 2018 v 2017 Total liabilities as at 30 September 2018 were $815.0 billion, an increase of $24.5 billion or 3% compared to 30 September 2017. Significant movements during the year included: payables due to other financial institutions decreased $3.8 billion or 17% due to lower securities sold under agreements to repurchase, interbank borrowings and collateral posted by derivative counterparties, partly offset by higher offshore central bank deposits; deposits and other borrowings increased $25.7 billion or 5%; debt issues increased $4.2 billion or 3% ($6.8 billion or 4% decrease excluding foreign currency translation impacts); and life insurance liabilities decreased $1.4 billion or 16%, due to the transfer by an investor to another Group managed fund that is not consolidated.     $m Impaired loans Non-performing loans1: Gross Impairment provisions Net Restructured loans: Gross Impairment provisions Net Equity attributable to owners of Westpac Banking Corporation increased $3.2 billion reflecting retained profits less dividends paid during the period, shares issued under the 2018 interim DRP and 2017 final DRP and the conversion of some convertible Overdrafts, personal loans and revolving credit facilities greater than 90 days past due: As at 30 September 2018 2017 2016 712,504 687,785 665,256 611,398 588,920 562,633 73,000 16,228 72,269 12,837 67,686 15,112 700,626 674,026 645,431 Gross Impairment provisions Net Net impaired loans Provisions for impairment on loans and credit commitments Individually assessed provisions Collectively assessed provisions Total provisions for impairment on loans and credit commitments Loan quality Total impairment provisions for impaired loans to total impaired loans2 Total impaired loans to total loans Total provisions for impairment on loans and credit commitments Review of Group operations As at 30 September 2018 2017 2016 2015 2014 1,019 (458) 561 1,142 (507) 635 1,851 (885) 966 1,593 (689) 904 2,030 (862) 1,168 26 (6) 20 371 (189) 182 763 27 (12) 15 373 (195) 178 828 31 (16) 15 39 (16) 23 93 (44) 49 2 277 (166) 111 263 (172) 91 1,092 1,018 217 (141) 76 1,293 422 2,631 480 2,639 869 2,733 669 2,663 867 2,614 3,053 3,119 3,602 3,332 3,481 46.12% 0.20% 46.30% 0.22% 49.42% 0.32% 46.28% 0.30% 44.76% 0.40% to total loans 0.43% 0.45% 0.54% 0.53% 0.60% Total provisions for impairment on loans and credit commitments to total impaired loans 215.6% 202.3% 166.8% 175.8% 148.8% The credit quality remained sound over 2018, with total stressed exposures to TCE increasing by 3 basis points to 1.08%. Total impaired loans as a percentage of total gross loans were 0.20% at 30 September 2018, a decrease of 0.02% from 0.22% at 30 September 2017. At 30 September 2018, we had one impaired counterparty with exposure greater than $50 million, accounting for 4% of total impaired loans. This compares to one impaired counterparty with exposure greater than $50 million in 2017 accounting for 5% of total impaired loans. There were two impaired counterparties at 30 September 2018 that were less than $50 million and greater than $20 million (2017: four impaired counterparties). At 30 September 2018, 79% of our exposure was to either investment grade or secured consumer mortgage segment (2017: 78%, 2016: 78%, 2015: 77%, 2014: 77%) and 95% of our exposure as at 30 September 2018 was in Australia, New Zealand and the Pacific region (2017: 96%, 2016: 96%, 2015: 95%, 2014: 95%). We believe that Westpac remains appropriately provisioned. Total impairment provisions for impaired loans to total impaired loans coverage at 46.1% at 30 September 2018 compared to 46.3% at 30 September 2017. Total provisions for impairment on loans and credit commitments to total impaired loans represented 215.6% of total impaired loans as at 30 September 2018, up from 202.3% at 30 September 2017. Total provisions for impairments on loans and credit commitments to total loans were 0.43% at 30 September 2018, down from 0.45% at 30 September 2017 (2016: 0.54%). Group mortgage loans 90 days past due at 30 September 2018 were 0.67% of outstandings, up from 0.62% of outstandings at 30 September 2017 (2016: 0.61%). Group other consumer loan delinquencies (including credit card and personal loan products) were 1.64% of outstandings as at 30 September 2018, up from 1.57% of outstandings as at 30 September 2017 (2016: 1.11%). Potential problem loans as at 30 September 2018 amounted to $1,691 million, an increase of 36% from $1,247 million at 30 September 2017. The increase in potential problem loans was mainly due to the downgrade of a small number of companies in the Australian and New Zealand business portfolios. 1 Non-performing loans are loans with an impaired internal risk grade, excluding restructured assets. 2 Impairment provisions relating to impaired loans include IAP plus the proportion of the CAP that relate to impaired loans. The proportion of the CAP that relates to impaired loans was $231 million as at 30 September 2018 (2017: $234 million, 2016: $198 million, 2015: $208 million, 2014: $180 million). This sum is compared to the total gross impaired loans to determine this ratio. preference shares to ordinary share capital. Loan quality – 2018 v 2017 $m Total gross loans1 Average gross loans Australia New Zealand Other overseas Total average gross loans Total gross loans represented 81% of the total assets of the Group as at 30 September 2018, unchanged from 2017. Australia average gross loans were $611.4 billion in 2018, an increase of $22.5 billion or 4% from $588.9 billion in 2017. This increase was primarily due to growth in housing loans. New Zealand average gross loans were $73.0 billion in 2018, an increase of $0.7 billion or 1% from $72.3 billion in 2017. This increase was primarily due to growth in housing loans. Other overseas average loans were $16.2 billion in 2018, an increase of $3.4 billion or 26% from $12.8 billion in 2017. This was primarily due to an increase in Asia. Approximately 13% of the loans at 30 September 2018 mature within one year and 18% mature between one year and five years. Retail lending comprises the majority of the loan portfolio maturing after five years. 1 Gross loans are stated before related provisions for impairment. 92 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 93 Review of Group operations Basel Capital Accord APRA’s Prudential Sandards are generally consistent with the International Regulatory Framework for Banks, also known as Basel III, issued by the Basel Committee on Banking Supervision (BCBS), except where APRA has exercised certain discretions. On balance, the application of these discretions acts to reduce capital ratios reported under APRA’s Prudential Standards relative to the BCBS approach and to those reported in some other jurisdictions. Westpac is accredited by APRA to apply advanced models permitted by the Basel III global capital adequacy regime to the measurement of its regulatory capital requirements. Westpac uses the Advanced Internal Ratings Based approach for credit risk, the Advanced Measurement Approach (AMA) for operational risk and the internal model approach for Interest Rate Risk in the Banking Book (IRRBB). Westpac’s Level 2 regulatory capital ratios as at 30 September are summarised in the table below. As the table summarises Westpac’s Level 2 regulatory capital structure, the capital amounts shown are not the same as the Westpac Group’s consolidated financial statements. Westpac’s Pillar 3 Report provides further details regarding Westpac’s capital structure. Review of Group operations Potential problem loans are facilities that are performing and no loss is expected, but the customer demonstrates significant weakness in debt servicing or security cover that could jeopardise repayment of debt on current terms if not rectified. Potential problem loans are identified using established credit frameworks and policies, which include the ongoing monitoring of facilities through the use of watchlists. Capital resources APRA measures an ADI’s regulatory capital using three measures:  Common Equity Tier 1 Capital (CET1) comprises the highest quality components of capital that consists of paid-up share capital, retained profits and certain reserves, less certain intangible assets, capitalised expenses and software, and investments and retained profits in insurance and funds management subsidiaries that are not consolidated for capital adequacy purposes;  Tier 1 Capital being the sum of CET1 and Additional Tier 1 Capital. Additional Tier 1 Capital comprises high quality components of capital that consists of certain securities not included in CET1, but which include loss absorbing characteristics; and  Total Capital being the sum of Tier 1 Capital and Tier 2 Capital. Tier 2 Capital includes subordinated instruments and other components of capital that, to varying degrees, do not meet the criteria for Tier 1 Capital, but nonetheless contribute to the overall strength of an ADI and its capacity to absorb losses. Under APRA’s Prudential Standards, Australian ADIs, including Westpac, are required to maintain a minimum CET1 ratio of at least 4.5%, Tier 1 ratio of at least 6.0% and Total Regulatory Capital of at least 8.0%. APRA may also require ADIs, including Westpac, to meet Prudential Capital Requirements (PCRs) above the minimum capital ratios. APRA does not allow the PCRs for individual ADIs to be disclosed. APRA also requires ADIs to hold additional CET1 buffers comprising of:  a capital conservation buffer (CCB) of 3.5%, for ADI’s designated by APRA as domestic systemically important banks (D- SIBs) (unless otherwise determined by APRA), which includes a 1.0% surcharge for D-SIBs. APRA has determined that Westpac is a D-SIB; and  a countercyclical buffer. The countercyclical buffer is set on a jurisdictional basis and APRA is responsible for setting the requirement in Australia. The countercyclical buffer requirement is currently set to zero for Australia and New Zealand. Collectively, the above buffers are referred to as the "Capital Buffer". Should the CET1 capital ratio fall within the capital buffer range, restrictions on the distributions of earnings will apply. This includes restrictions on the amount of earnings that can be distributed through dividends, Additional Tier 1 Capital distributions and discretionary staff bonuses. Capital management strategy Westpac’s approach to capital management seeks to balance the fact that capital is an expensive form of funding with the need to be adequately capitalised. Westpac considers the need to balance efficiency, flexibility and adequacy when determining sufficiency of capital and when developing capital management plans. Westpac evaluates these considerations through an Internal Capital Adequacy Assessment Process (ICAAP), the key features of which include:  the development of a capital management strategy, including consideration of regulatory minimums, capital buffers and contingency plans;    consideration of both economic and regulatory capital requirements; a stress testing framework that challenges the capital measures, coverage and requirements including the impact of adverse economic scenarios; and consideration of the perspectives of external stakeholders including rating agencies and equity and debt investors. $m Common equity Deductions from common equity Total common equity after deductions Additional Tier 1 capital Net Tier 1 regulatory capital Tier 2 capital Deductions from Tier 2 capital Total Tier 2 capital after deductions Total regulatory capital Credit risk Market risk Operational risk Other assets Interest rate risk in the banking book Total risk weighted assets Common Equity Tier 1 capital ratio Additional Tier 1 capital ratio Tier 1 capital ratio Tier 2 capital ratio Total regulatory capital ratio capital requirements. 2018 2017 63,576 60,520 (18,337) (17,850) 45,239 42,670 9,144 8,505 54,383 51,175 8,565 (233) 8,332 8,952 (217) 8,735 62,715 59,910 362,749 349,258 6,723 8,094 39,113 31,229 12,989 11,101 3,810 4,553 425,384 404,235 10.63% 10.56% 2.15% 2.10% 12.78% 12.66% 1.96% 2.16% 14.74% 14.82% Refer to ‘Significant developments’ in Section 1 for a discussion on future regulatory developments that may impact upon In light of APRA’s announcement on ‘unquestionably strong’ capital benchmarks on 19 July 2017, Westpac will seek to operate with a CET1 capital ratio of at least 10.5% in March and September as measured under the existing capital framework. This also takes into consideration:    current regulatory capital minimums and the CCB, which together are the total CET1 requirement; quarterly volatility of capital ratios due to the half yearly cycle of ordinary dividend payments. stress testing to calibrate an appropriate buffer against a downturn; and Westpac will revise its target capital level once APRA finalises its review of the capital adequacy framework. 94 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 95 Review of Group operations Potential problem loans are facilities that are performing and no loss is expected, but the customer demonstrates significant weakness in debt servicing or security cover that could jeopardise repayment of debt on current terms if not rectified. Potential problem loans are identified using established credit frameworks and policies, which include the ongoing monitoring of facilities through the use of watchlists. Capital resources APRA measures an ADI’s regulatory capital using three measures:  Common Equity Tier 1 Capital (CET1) comprises the highest quality components of capital that consists of paid-up share capital, retained profits and certain reserves, less certain intangible assets, capitalised expenses and software, and investments and retained profits in insurance and funds management subsidiaries that are not consolidated for capital  Tier 1 Capital being the sum of CET1 and Additional Tier 1 Capital. Additional Tier 1 Capital comprises high quality components of capital that consists of certain securities not included in CET1, but which include loss absorbing adequacy purposes; characteristics; and  Total Capital being the sum of Tier 1 Capital and Tier 2 Capital. Tier 2 Capital includes subordinated instruments and other components of capital that, to varying degrees, do not meet the criteria for Tier 1 Capital, but nonetheless contribute to the overall strength of an ADI and its capacity to absorb losses. Under APRA’s Prudential Standards, Australian ADIs, including Westpac, are required to maintain a minimum CET1 ratio of at least 4.5%, Tier 1 ratio of at least 6.0% and Total Regulatory Capital of at least 8.0%. APRA may also require ADIs, including Westpac, to meet Prudential Capital Requirements (PCRs) above the minimum capital ratios. APRA does not allow the PCRs for individual ADIs to be disclosed. APRA also requires ADIs to hold additional CET1 buffers comprising of: a capital conservation buffer (CCB) of 3.5%, for ADI’s designated by APRA as domestic systemically important banks (D- SIBs) (unless otherwise determined by APRA), which includes a 1.0% surcharge for D-SIBs. APRA has determined that Westpac is a D-SIB; and a countercyclical buffer. The countercyclical buffer is set on a jurisdictional basis and APRA is responsible for setting the requirement in Australia. The countercyclical buffer requirement is currently set to zero for Australia and New Zealand. Collectively, the above buffers are referred to as the "Capital Buffer". Should the CET1 capital ratio fall within the capital buffer range, restrictions on the distributions of earnings will apply. This includes restrictions on the amount of earnings that can be distributed through dividends, Additional Tier 1 Capital distributions and discretionary staff bonuses. Capital management strategy Westpac’s approach to capital management seeks to balance the fact that capital is an expensive form of funding with the need to be adequately capitalised. Westpac considers the need to balance efficiency, flexibility and adequacy when determining sufficiency of capital and when developing capital management plans. Westpac evaluates these considerations through an Internal Capital Adequacy Assessment Process (ICAAP), the key features of which include: contingency plans; the development of a capital management strategy, including consideration of regulatory minimums, capital buffers and consideration of both economic and regulatory capital requirements; a stress testing framework that challenges the capital measures, coverage and requirements including the impact of adverse economic scenarios; and consideration of the perspectives of external stakeholders including rating agencies and equity and debt investors. In light of APRA’s announcement on ‘unquestionably strong’ capital benchmarks on 19 July 2017, Westpac will seek to operate with a CET1 capital ratio of at least 10.5% in March and September as measured under the existing capital framework. This also takes into consideration: current regulatory capital minimums and the CCB, which together are the total CET1 requirement; stress testing to calibrate an appropriate buffer against a downturn; and quarterly volatility of capital ratios due to the half yearly cycle of ordinary dividend payments. Westpac will revise its target capital level once APRA finalises its review of the capital adequacy framework.          Review of Group operations Basel Capital Accord APRA’s Prudential Sandards are generally consistent with the International Regulatory Framework for Banks, also known as Basel III, issued by the Basel Committee on Banking Supervision (BCBS), except where APRA has exercised certain discretions. On balance, the application of these discretions acts to reduce capital ratios reported under APRA’s Prudential Standards relative to the BCBS approach and to those reported in some other jurisdictions. Westpac is accredited by APRA to apply advanced models permitted by the Basel III global capital adequacy regime to the measurement of its regulatory capital requirements. Westpac uses the Advanced Internal Ratings Based approach for credit risk, the Advanced Measurement Approach (AMA) for operational risk and the internal model approach for Interest Rate Risk in the Banking Book (IRRBB). Westpac’s Level 2 regulatory capital ratios as at 30 September are summarised in the table below. As the table summarises Westpac’s Level 2 regulatory capital structure, the capital amounts shown are not the same as the Westpac Group’s consolidated financial statements. Westpac’s Pillar 3 Report provides further details regarding Westpac’s capital structure. $m Common equity Deductions from common equity Total common equity after deductions Additional Tier 1 capital Net Tier 1 regulatory capital Tier 2 capital Deductions from Tier 2 capital Total Tier 2 capital after deductions Total regulatory capital Credit risk Market risk Operational risk Interest rate risk in the banking book Other assets Total risk weighted assets Common Equity Tier 1 capital ratio Additional Tier 1 capital ratio Tier 1 capital ratio Tier 2 capital ratio Total regulatory capital ratio 2018 2017 2 63,576 60,520 (18,337) (17,850) 45,239 42,670 9,144 8,505 54,383 51,175 8,565 (233) 8,332 8,952 (217) 8,735 62,715 59,910 362,749 349,258 6,723 8,094 39,113 31,229 12,989 11,101 3,810 4,553 425,384 404,235 10.63% 10.56% 2.15% 2.10% 12.78% 1.96% 14.74% 12.66% 2.16% 14.82% Refer to ‘Significant developments’ in Section 1 for a discussion on future regulatory developments that may impact upon capital requirements. 94 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 95 Divisional performance   over time; earnings;  - ineffective hedges: The unrealised (gain)/loss on ineffective hedges is reversed in deriving cash earnings because the gain or loss arising from the fair value movement in these hedges reverses over time and does not affect the Group's profits adjustment related to Pendal (previously BTIM): The Group recognised a gain, net of costs, associated with the partial sale of shares in Pendal Group Limited in 2017. In 2018, the Group recorded an impairment on its current holding of Pendal shares. Consistent with prior years these items have been treated as a cash earnings adjustment given their size and that it does not reflect ongoing operations. The Group has indicated that it may sell the remaining 10% shareholding in Pendal at some future date. Any future gain or loss on this shareholding will similarly be excluded from the calculation of cash  Treasury shares: Under AAS, Westpac shares held by the Group in the managed funds and life businesses are deemed to be Treasury shares and the results of holding these shares cannot be recognised in the reported results. In deriving cash earnings, these results are included to ensure there is no asymmetrical impact on the Group’s profits because the Treasury shares support policyholder liabilities and equity derivative transactions which are re-valued in determining income; and accounting reclassifications between individual line items that do not impact reported results comprise: in 2017 the Group changed the accounting treatment for Westpac New Zealand credit card rewards scheme to align with Group practice. This change has no impact on cash earnings or reported profit but it has led to the restatement of non-interest income and operating expenses, within cash earnings, in prior periods. Components of reported profit have not been changed; earnings basis; and earnings basis. - policyholder tax recoveries: Income and tax amounts that are grossed up to comply with the AAS covering Life Insurance Business (policyholder tax recoveries) are reversed in deriving income and taxation expense on a cash - operating leases: Under AAS rental income on operating leases is presented gross of the depreciation of the assets subject to the lease. These amounts are offset in deriving non-interest income and operating expenses on a cash The guidance provided in Australian Securities and Investments Commission (ASIC) Regulatory Guide 230 has been followed when presenting this information. Divisional performance Divisional performance – 2018 v 2017 Westpac reports under the following five primary customer-facing business divisions:  Consumer Bank, which we refer to as CB: responsible for all Australian consumer relationships and operates under the Westpac, St.George, BankSA, Bank of Melbourne and RAMS brands;  Business Bank, which we refer to as BB: responsible for all Australian SME and commercial business relationships with facilities up to approximately $150 million, and operates under the Westpac, St.George, BankSA and Bank of Melbourne brands;  BT Financial Group (Australia), which we refer to as BTFG: responsible for the Group's Australian wealth management, insurance and private wealth businesses;  Westpac Institutional Bank, which we refer to as WIB: responsible for the relationship with commercial, corporate, institutional and government customers, with customers supported throughout Australia, as well as via branches and subsidiaries located in New Zealand, US, UK, Asia, Fiji and Papua New Guinea; and  Westpac New Zealand: responsible for all customer segments in New Zealand. Group Businesses include Treasury, Group Technology and Core Support. The Group revised its allocations of capital, funds transfer pricing and expenses in 2018. In addition, balance sheet disclosure and associated revenue and expenses related to customer transfer have also been aligned. Divisional results have been restated for 2017 and 2016 to ensure comparability with 2018 results (refer to Note 2 to the financial statements for the disclosure of the Group’s reportable operating segments and revisions to segment allocation). The accounting standard AASB 8 Operating Segments requires segment results to be presented on a basis that is consistent with information provided internally to Westpac’s key decision makers. In assessing financial performance, including divisional results, Westpac Group uses a measure of performance referred to as ‘cash earnings’. Cash earnings is viewed as a measure of the level of profit that is generated by ongoing operations and is therefore considered in assessing distributions, including dividends. Cash earnings is neither a measure of cash flow nor net profit determined on a cash accounting basis, as it includes both cash and non-cash adjustments to net profit attributable to owners of Westpac Banking Corporation. Management believes this allows the Group to more effectively assess performance for the current period against prior periods and to compare performance across business divisions and across peer companies. A reconciliation of cash earnings to net profit attributable to owners of Westpac Banking Corporation for each business division is set out in Note 2 to the financial statements. To determine cash earnings, three categories of adjustments are made to statutory results:  material items that key decision makers at the Westpac Group believe do not reflect ongoing operations;  items that are not considered when dividends are recommended, such as the amortisation of intangibles, impact of Treasury shares and economic hedging; and  accounting reclassifications between individual line items that do not impact statutory results. The discussion of our divisional performance in this section is presented on a cash earnings basis unless otherwise stated. Cash earnings is not directly comparable to statutory results presented in other parts of this Annual Report. Outlined below are the cash earnings adjustments to the reported result:  amortisation of intangible assets: Identifiable intangible assets arising from business acquisitions are amortised over their useful lives, ranging between four and twenty years. This amortisation (excluding capitalised software) is a cash earnings adjustment because it is a non-cash flow item and does not affect cash distributions available to shareholders. The last of these intangible assets were fully amortised in December 2017;   96 acquisition, transaction and integration expenses: Costs associated with the acquisition of select Lloyds' Australian businesses were treated as a cash earnings adjustment as they do not reflect the earnings expected from the acquired businesses following the integration period; fair value (gain)/loss on economic hedges (which do not qualify for hedge accounting under AAS) comprise: - - the unrealised fair value (gain)/loss on foreign exchange hedges of future New Zealand earnings impacting non-interest income is reversed in deriving cash earnings as they may create a material timing difference on reported results but do not affect the Group's cash earnings over the life of the hedge; and the unrealised fair value (gain)/loss on hedges of accrual accounted term funding transactions are reversed in deriving cash earnings as they may create a material timing difference on reported results but do not affect the Group's cash earnings over the life of the hedge; 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 97 Divisional performance   ineffective hedges: The unrealised (gain)/loss on ineffective hedges is reversed in deriving cash earnings because the gain or loss arising from the fair value movement in these hedges reverses over time and does not affect the Group's profits over time; adjustment related to Pendal (previously BTIM): The Group recognised a gain, net of costs, associated with the partial sale of shares in Pendal Group Limited in 2017. In 2018, the Group recorded an impairment on its current holding of Pendal shares. Consistent with prior years these items have been treated as a cash earnings adjustment given their size and that it does not reflect ongoing operations. The Group has indicated that it may sell the remaining 10% shareholding in Pendal at some future date. Any future gain or loss on this shareholding will similarly be excluded from the calculation of cash earnings;  Treasury shares: Under AAS, Westpac shares held by the Group in the managed funds and life businesses are deemed to be Treasury shares and the results of holding these shares cannot be recognised in the reported results. In deriving cash earnings, these results are included to ensure there is no asymmetrical impact on the Group’s profits because the Treasury shares support policyholder liabilities and equity derivative transactions which are re-valued in determining income; and  accounting reclassifications between individual line items that do not impact reported results comprise: 2 - in 2017 the Group changed the accounting treatment for Westpac New Zealand credit card rewards scheme to align with Group practice. This change has no impact on cash earnings or reported profit but it has led to the restatement of non-interest income and operating expenses, within cash earnings, in prior periods. Components of reported profit have not been changed; - policyholder tax recoveries: Income and tax amounts that are grossed up to comply with the AAS covering Life Insurance Business (policyholder tax recoveries) are reversed in deriving income and taxation expense on a cash earnings basis; and - operating leases: Under AAS rental income on operating leases is presented gross of the depreciation of the assets subject to the lease. These amounts are offset in deriving non-interest income and operating expenses on a cash earnings basis. The guidance provided in Australian Securities and Investments Commission (ASIC) Regulatory Guide 230 has been followed when presenting this information. Divisional performance Divisional performance – 2018 v 2017 Westpac reports under the following five primary customer-facing business divisions:  Consumer Bank, which we refer to as CB: responsible for all Australian consumer relationships and operates under the Westpac, St.George, BankSA, Bank of Melbourne and RAMS brands;  Business Bank, which we refer to as BB: responsible for all Australian SME and commercial business relationships with facilities up to approximately $150 million, and operates under the Westpac, St.George, BankSA and Bank of Melbourne brands;  BT Financial Group (Australia), which we refer to as BTFG: responsible for the Group's Australian wealth management, insurance and private wealth businesses;  Westpac Institutional Bank, which we refer to as WIB: responsible for the relationship with commercial, corporate, institutional and government customers, with customers supported throughout Australia, as well as via branches and subsidiaries located in New Zealand, US, UK, Asia, Fiji and Papua New Guinea; and  Westpac New Zealand: responsible for all customer segments in New Zealand. Group Businesses include Treasury, Group Technology and Core Support. The Group revised its allocations of capital, funds transfer pricing and expenses in 2018. In addition, balance sheet disclosure and associated revenue and expenses related to customer transfer have also been aligned. Divisional results have been restated for 2017 and 2016 to ensure comparability with 2018 results (refer to Note 2 to the financial statements for the disclosure of the Group’s reportable operating segments and revisions to segment allocation). The accounting standard AASB 8 Operating Segments requires segment results to be presented on a basis that is consistent with information provided internally to Westpac’s key decision makers. In assessing financial performance, including divisional results, Westpac Group uses a measure of performance referred to as ‘cash earnings’. Cash earnings is viewed as a measure of the level of profit that is generated by ongoing operations and is therefore considered in assessing distributions, including dividends. Cash earnings is neither a measure of cash flow nor net profit determined on a cash accounting basis, as it includes both cash and non-cash adjustments to net profit attributable to owners of Westpac Banking Corporation. Management believes this allows the Group to more effectively assess performance for the current period against prior periods and to compare performance across business divisions and across peer companies. A reconciliation of cash earnings to net profit attributable to owners of Westpac Banking Corporation for each business division is set out in Note 2 to the financial statements. To determine cash earnings, three categories of adjustments are made to statutory results:  material items that key decision makers at the Westpac Group believe do not reflect ongoing operations; items that are not considered when dividends are recommended, such as the amortisation of intangibles, impact of Treasury shares and economic hedging; and accounting reclassifications between individual line items that do not impact statutory results. The discussion of our divisional performance in this section is presented on a cash earnings basis unless otherwise stated. Cash earnings is not directly comparable to statutory results presented in other parts of this Annual Report. Outlined below are the cash earnings adjustments to the reported result: amortisation of intangible assets: Identifiable intangible assets arising from business acquisitions are amortised over their useful lives, ranging between four and twenty years. This amortisation (excluding capitalised software) is a cash earnings adjustment because it is a non-cash flow item and does not affect cash distributions available to shareholders. The last of these intangible assets were fully amortised in December 2017; acquisition, transaction and integration expenses: Costs associated with the acquisition of select Lloyds' Australian businesses were treated as a cash earnings adjustment as they do not reflect the earnings expected from the acquired businesses following the integration period; fair value (gain)/loss on economic hedges (which do not qualify for hedge accounting under AAS) comprise: - - the unrealised fair value (gain)/loss on foreign exchange hedges of future New Zealand earnings impacting non-interest income is reversed in deriving cash earnings as they may create a material timing difference on reported results but do not affect the Group's cash earnings over the life of the hedge; and the unrealised fair value (gain)/loss on hedges of accrual accounted term funding transactions are reversed in deriving cash earnings as they may create a material timing difference on reported results but do not affect the Group's cash earnings over the life of the hedge;      96 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 97 Divisional performance Cash earnings and assets by division The following tables present, for each of the key divisions of our business, the cash earnings and total assets at the end of the financial years ended 30 September 2018, 2017 and 2016. Refer to Note 2 to the financial statements for the disclosure of our geographic and business segments and the reconciliation to net profit attributable to owners of Westpac Banking Corporation. Cash earnings by business division $m Consumer Bank Business Bank BT Financial Group (Australia) Westpac Institutional Bank Westpac New Zealand Group Businesses Total cash earnings Total assets by business division $bn Consumer Bank Business Bank BT Financial Group (Australia) Westpac Institutional Bank Westpac New Zealand Group Businesses Total assets 2018 3,140 2,159 645 2017 3,155 2,003 736 1,086 1,159 934 101 8,065 917 92 8,062 2016 3,011 1,885 832 979 825 290 7,822 2018 2017 2016 392.5 156.5 34.9 102.4 82.4 110.9 879.6 377.5 153.1 35.2 103.1 81.3 101.7 851.9 359.2 148.9 38.2 110.6 82.1 100.2 839.2 In presenting divisional results on a management reporting basis, internal charges and transfer pricing adjustments are included in the performance of each division reflecting the management structure rather than the legal entity (these results cannot be compared to results for individual legal entities). Where management reporting structures or accounting classifications have changed, financial results for comparative periods have been revised and may differ from results previously reported. Our internal transfer pricing frameworks facilitate risk transfer, profitability measurement, capital allocation and business unit alignment, tailored to the jurisdictions in which we operate. Transfer pricing allows us to measure the relative contribution of our products and divisions to the Group’s interest margin and other dimensions of performance. Key components of our transfer pricing frameworks are funds transfer pricing for interest rate and liquidity risk and allocation of basis and contingent liquidity costs, including capital allocation. Divisional performance Consumer Bank Consumer Bank (CB) is responsible for sales and service to consumer customers in Australia under the Westpac, St.George, BankSA, Bank of Melbourne and RAMS brands. Activities are conducted through a dedicated team of specialist consumer relationship managers along with an extensive network of branches, call centres and ATMs. Customers are also supported by a range of internet and mobile banking solutions. CB works in an integrated way with Business Bank, BTFG and WIB in the sales and service of certain financial services and products including wealth and foreign exchange. The revenue from these products is mostly retained by the product originators. Net operating income before operating expenses and impairment charges Net profit attributable to owners of Westpac Banking Corporation Financial performance $m Net interest income Non-interest income Operating expenses Impairment charges Profit before income tax Income tax expense Cash earnings for the year Net cash earnings adjustments Deposits and other borrowings Net loans Total assets 2018 v 2017 2018 2017 2016 7,748 7,638 7,268 746 813 8,494 8,451 863 8,131 (3,542) (3,378) (3,312) (451) (565) 4,501 4,508 (516) 4,303 (1,361) (1,353) (1,292) 3,140 (15) 3,125 $bn 206.2 385.4 392.5 3,155 (116) 3,039 $bn 196.5 370.4 377.5 3,011 (116) 2,895 $bn 185.0 352.5 359.2 Total operating expenses to net operating income ratio 41.70% 39.97% 40.73% Cash earnings were broadly unchanged even though there was a 7 basis point decline in net interest margin, the removal of certain ATM fees, changes in card interchange fees and increased regulatory and compliance costs. A $114 million decline in impairment charges resulted in cash earnings of $3,140 million, down $15 million, over the year. Net interest income up $110 million, 1%  Lending increased 4% mostly in mortgages. Other lending decreased 4% mostly due to a 3% decline in credit cards, which was in line with the decline in the overall system1;  A 10% increase in term deposits, and a 5% rise in transaction accounts (including offsets) supported Non-interest income down $67 million, 8% Operating expenses up $164 million, 5% the 5% rise in deposits; and  Net interest margin was down 7 basis points. The decline was due to higher short term wholesale funding costs, the full period impact of the Bank Levy, and higher provisions for estimated customer refunds and payments. The decline was partly offset by higher deposit spreads.  The decline was mostly due to the removal of certain ATM fees and changes to account keeping fees announced in 2017; and  Lower credit card income, mostly from changes in interchange fees, contributed to the fall.  Most of the operating expense increase was due to: - Provisions for costs associated with implementing customer refunds and payments and estimated litigation; management. - Compliance costs (up $61 million) and investment related costs (up $61 million); and - Investment to improve financial crime systems and processes, cyber security and complaints  Other cost increases including annual salary reviews and inflationary rises were more than offset by productivity benefits from: - Digital capabilities increasing customer self-service including take-up of e-statements; - Full period benefit of 45 branches closed in 2017 and 40 branches closed in 2018; and  Credit quality remains sound. Other consumer delinquencies reduced 10 basis points to 1.54% from - Benefits from organisation redesign. improved collections processes; and Impairment charges were lower from reduced write-offs due to improved collection processes and higher recoveries from the maturing of hardship changes. Impairment charges down $114 million, 20%  1 Source: APRA September 2018. 98 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 99 The following tables present, for each of the key divisions of our business, the cash earnings and total assets at the end of the financial years ended 30 September 2018, 2017 and 2016. Refer to Note 2 to the financial statements for the disclosure of our geographic and business segments and the reconciliation to net profit attributable to owners of Westpac Banking Corporation. Divisional performance Cash earnings and assets by division Cash earnings by business division $m Consumer Bank Business Bank BT Financial Group (Australia) Westpac Institutional Bank Westpac New Zealand Group Businesses Total cash earnings $bn Consumer Bank Business Bank BT Financial Group (Australia) Westpac Institutional Bank Westpac New Zealand Group Businesses Total assets Total assets by business division 2018 3,140 2,159 645 2017 3,155 2,003 736 1,086 1,159 934 101 917 92 392.5 156.5 34.9 102.4 82.4 110.9 879.6 377.5 153.1 35.2 103.1 81.3 101.7 851.9 2016 3,011 1,885 832 979 825 290 359.2 148.9 38.2 110.6 82.1 100.2 839.2 8,065 8,062 7,822 2018 2017 2016 In presenting divisional results on a management reporting basis, internal charges and transfer pricing adjustments are included in the performance of each division reflecting the management structure rather than the legal entity (these results cannot be compared to results for individual legal entities). Where management reporting structures or accounting classifications have changed, financial results for comparative periods have been revised and may differ from results previously reported. Our internal transfer pricing frameworks facilitate risk transfer, profitability measurement, capital allocation and business unit alignment, tailored to the jurisdictions in which we operate. Transfer pricing allows us to measure the relative contribution of our products and divisions to the Group’s interest margin and other dimensions of performance. Key components of our transfer pricing frameworks are funds transfer pricing for interest rate and liquidity risk and allocation of basis and contingent liquidity costs, including capital allocation. Divisional performance Consumer Bank Consumer Bank (CB) is responsible for sales and service to consumer customers in Australia under the Westpac, St.George, BankSA, Bank of Melbourne and RAMS brands. Activities are conducted through a dedicated team of specialist consumer relationship managers along with an extensive network of branches, call centres and ATMs. Customers are also supported by a range of internet and mobile banking solutions. CB works in an integrated way with Business Bank, BTFG and WIB in the sales and service of certain financial services and products including wealth and foreign exchange. The revenue from these products is mostly retained by the product originators. Financial performance $m Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment charges Profit before income tax Income tax expense Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation Deposits and other borrowings Net loans Total assets Total operating expenses to net operating income ratio 2 2018 2017 2016 7,748 7,638 7,268 746 813 8,494 8,451 863 8,131 (3,542) (3,378) (3,312) (451) (565) 4,501 4,508 (516) 4,303 (1,361) (1,353) (1,292) 3,140 (15) 3,125 $bn 206.2 385.4 3,155 (116) 3,039 $bn 196.5 370.4 3,011 (116) 2,895 $bn 185.0 352.5 392.5 41.70% 377.5 39.97% 359.2 40.73% 2018 v 2017 Cash earnings were broadly unchanged even though there was a 7 basis point decline in net interest margin, the removal of certain ATM fees, changes in card interchange fees and increased regulatory and compliance costs. A $114 million decline in impairment charges resulted in cash earnings of $3,140 million, down $15 million, over the year. Net interest income up $110 million, 1%  Lending increased 4% mostly in mortgages. Other lending decreased 4% mostly due to a 3% decline in credit cards, which was in line with the decline in the overall system1;  A 10% increase in term deposits, and a 5% rise in transaction accounts (including offsets) supported Non-interest income down $67 million, 8% Operating expenses up $164 million, 5% the 5% rise in deposits; and  Net interest margin was down 7 basis points. The decline was due to higher short term wholesale funding costs, the full period impact of the Bank Levy, and higher provisions for estimated customer refunds and payments. The decline was partly offset by higher deposit spreads.  The decline was mostly due to the removal of certain ATM fees and changes to account keeping fees announced in 2017; and Lower credit card income, mostly from changes in interchange fees, contributed to the fall.   Most of the operating expense increase was due to: - Provisions for costs associated with implementing customer refunds and payments and estimated litigation; - Compliance costs (up $61 million) and investment related costs (up $61 million); and - Investment to improve financial crime systems and processes, cyber security and complaints management.  Other cost increases including annual salary reviews and inflationary rises were more than offset by productivity benefits from: - Digital capabilities increasing customer self-service including take-up of e-statements; - Full period benefit of 45 branches closed in 2017 and 40 branches closed in 2018; and - Benefits from organisation redesign. Impairment charges down $114 million, 20%  Credit quality remains sound. Other consumer delinquencies reduced 10 basis points to 1.54% from  improved collections processes; and Impairment charges were lower from reduced write-offs due to improved collection processes and higher recoveries from the maturing of hardship changes. 1 Source: APRA September 2018. 98 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 99 Divisional performance Business Bank BT Financial Group (Australia) Divisional performance Business Bank (BB) is responsible for sales and service to SME and commercial business customers in Australia for facilities up to approximately $150 million. The division operates under the Westpac, St.George, BankSA and Bank of Melbourne brands. Customers are provided with a wide range of banking and financial products and services to support their borrowing, payments and transaction needs. In addition, specialist services are provided for cash flow finance, trade finance, automotive and equipment finance, and property finance. The division is also responsible for consumer customers with auto finance loans. BB works in an integrated way with BTFG and WIB in the sales, referral and service of certain financial services and products including corporate superannuation, foreign exchange and interest rate hedging. The revenue from these products is mostly retained by the product originator. BT Financial Group (Australia) (BTFG) is the Australian wealth management and insurance arm of the Westpac Group providing a broad range of associated services. BTFG’s funds management operations include the manufacturing and distribution of investment, superannuation and retirement products, wealth administration platforms, private wealth, margin lending and equities broking. BTFG’s insurance business covers the manufacturing and distribution of life, general and lenders mortgage insurance. The division also uses a third party to manufacture certain general insurance products. In managing risk across all insurance classes the division reinsures certain risks using external providers. In addition to the BT brand, BTFG operates a range of financial service brands along with the banking brands of Westpac, St.George, Bank of Melbourne and BankSA for Private Wealth and Insurance. Net operating income before operating expenses and impairment charges Financial performance $m Net interest income Non-interest income Operating expenses Impairment (charges)/benefits Profit before income tax Income tax expense Deposits and other borrowings Net loans Total assets Total funds Cash earnings $m Funds management business Insurance Capital and other Total cash earnings Profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation Total operating expenses to net operating income ratio (1,291) (1,199) (1,184) 2018 578 1,648 2,226 (6) 929 (284) - 645 (73) 572 $bn 33.0 21.0 34.9 2017 511 1,744 2,255 (4) 1,052 (316) - 736 160 896 $bn 30.7 20.1 35.2 2016 460 1,908 2,368 - 1,184 (352) - 832 (32) 800 $bn 26.6 18.6 38.2 205.6 58.00% 191.4 53.17% 179.2 50.00% 2018 2017 2016 327 278 40 645 413 290 33 736 498 305 29 832 Financial performance $m Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment charges Profit before income tax Income tax expense Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation Deposits and other borrowings Net loans Total assets Total operating expenses to net operating income ratio 2018 2017 2016 4,065 1,189 5,254 3,885 1,141 5,026 3,766 1,089 4,855 (1,876) (1,818) (1,774) (291) 3,087 (928) 2,159 (2) 2,157 $bn 110.8 152.7 (343) 2,865 (862) 2,003 (10) 1,993 $bn 107.0 149.4 156.5 35.71% 153.1 36.17% (386) 2,695 (810) 1,885 (10) 1,875 $bn 99.8 145.5 148.9 36.54% 2018 v 2017 Cash earnings increased 8% ($156 million), compared to 2017 from net operating income before operating expenses and impairment charges growth of 5% and a 15% decline in impairment charges. The result was supported by increased fee income and higher net interest margins. Net interest income up $180 million, 5%  Lending growth of 2% was supported by diversified growth across industries including property, agriculture and manufacturing and in equipment finance. Mortgage growth slowed through the year as demand for investment lending slowed;  The 7% increase in term deposits, and 5% higher transaction balances supported the 4% increase in deposits; and  Net interest margin was up 5 basis points from repricing of certain mortgages types in the second half of 2017 and higher deposits spreads. These were partly offset by the full period impact of the Bank Levy (5 basis points).  Higher business line fees from portfolio growth and pricing for facilities, including unused limits.  Most of the increase was due to higher investment related costs and regulatory and compliance  costs; Increases from other costs were largely offset by productivity benefits from: - Improved banker coverage and support structures; - Better alignment of customers to bankers across SME and industries; and - Process improvements from the extension of LOLA, improved online functionality and standardising risk reviews. Impairment charges benefited from lower credit card and auto write-offs; and   The level of stressed assets to TCE increased 58 basis points to 2.71% from 2.13%. Most of the increase was from Commercial customers moving into stressed risk grades. Non-interest income up $48 million, 4% Operating expenses up $58 million, 3% Impairment charges down $52 million, 15% 100 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 101 Divisional performance Business Bank Business Bank (BB) is responsible for sales and service to SME and commercial business customers in Australia for facilities up to approximately $150 million. The division operates under the Westpac, St.George, BankSA and Bank of Melbourne brands. Customers are provided with a wide range of banking and financial products and services to support their borrowing, payments and transaction needs. In addition, specialist services are provided for cash flow finance, trade finance, automotive and equipment finance, and property finance. The division is also responsible for consumer customers with auto finance loans. BB works in an integrated way with BTFG and WIB in the sales, referral and service of certain financial services and products including corporate superannuation, foreign exchange and interest rate hedging. The revenue from these products is mostly Divisional performance BT Financial Group (Australia) BT Financial Group (Australia) (BTFG) is the Australian wealth management and insurance arm of the Westpac Group providing a broad range of associated services. BTFG’s funds management operations include the manufacturing and distribution of investment, superannuation and retirement products, wealth administration platforms, private wealth, margin lending and equities broking. BTFG’s insurance business covers the manufacturing and distribution of life, general and lenders mortgage insurance. The division also uses a third party to manufacture certain general insurance products. In managing risk across all insurance classes the division reinsures certain risks using external providers. In addition to the BT brand, BTFG operates a range of financial service brands along with the banking brands of Westpac, St.George, Bank of Melbourne and BankSA for Private Wealth and Insurance. Net operating income before operating expenses and impairment charges Net operating income before operating expenses and impairment charges Operating expenses Financial performance $m Net interest income Non-interest income Net profit attributable to owners of Westpac Banking Corporation Net profit attributable to owners of Westpac Banking Corporation Impairment (charges)/benefits Profit before income tax Income tax expense Profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Deposits and other borrowings Net loans Total assets Total funds Total operating expenses to net operating income ratio Cash earnings $m Funds management business Insurance Capital and other Total cash earnings 2 2018 578 2017 511 1,648 1,744 2,226 (1,291) (6) 929 (284) - 645 (73) 572 $bn 33.0 21.0 34.9 2,255 (1,199) (4) 1,052 (316) - 736 160 896 $bn 30.7 20.1 35.2 2016 460 1,908 2,368 (1,184) - 1,184 (352) - 832 (32) 800 $bn 26.6 18.6 38.2 205.6 58.00% 191.4 53.17% 179.2 50.00% 2018 2017 2016 327 278 40 645 413 290 33 736 498 305 29 832 retained by the product originator. Financial performance $m Net interest income Non-interest income Operating expenses Impairment charges Profit before income tax Income tax expense Cash earnings for the year Net cash earnings adjustments Deposits and other borrowings Net loans Total assets 2018 v 2017 2018 2017 2016 (1,876) (1,818) (1,774) 4,065 1,189 5,254 (291) 3,087 (928) 2,159 (2) 2,157 $bn 110.8 152.7 156.5 3,885 1,141 5,026 (343) 2,865 (862) 2,003 (10) 1,993 $bn 107.0 149.4 153.1 3,766 1,089 4,855 (386) 2,695 (810) 1,885 (10) 1,875 $bn 99.8 145.5 148.9 Total operating expenses to net operating income ratio 35.71% 36.17% 36.54% Cash earnings increased 8% ($156 million), compared to 2017 from net operating income before operating expenses and impairment charges growth of 5% and a 15% decline in impairment charges. The result was supported by increased fee income and higher net interest margins. Net interest income up $180 million, 5%  Lending growth of 2% was supported by diversified growth across industries including property, agriculture and manufacturing and in equipment finance. Mortgage growth slowed through the year as demand for investment lending slowed;  The 7% increase in term deposits, and 5% higher transaction balances supported the 4% increase in  Net interest margin was up 5 basis points from repricing of certain mortgages types in the second half of 2017 and higher deposits spreads. These were partly offset by the full period impact of the Bank deposits; and Levy (5 basis points).  Higher business line fees from portfolio growth and pricing for facilities, including unused limits. Non-interest income up $48 million, 4% Operating expenses up $58 million, 3% Impairment charges down $52 million, 15%  Most of the increase was due to higher investment related costs and regulatory and compliance Increases from other costs were largely offset by productivity benefits from: - Improved banker coverage and support structures; - Better alignment of customers to bankers across SME and industries; and - Process improvements from the extension of LOLA, improved online functionality and standardising costs;   risk reviews. Impairment charges benefited from lower credit card and auto write-offs; and  The level of stressed assets to TCE increased 58 basis points to 2.71% from 2.13%. Most of the increase was from Commercial customers moving into stressed risk grades. 100 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 101 Net operating income before operating expenses and impairment charges Funds management business $m Net interest income Non-interest income Operating expenses Impairment (charges)/benefits Profit before income tax Income tax expense Profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Insurance business Insurance (LMI) businesses. $m Net interest income Non-interest income Operating expenses Profit before income tax Income tax expense Cash earnings for the year Net cash earnings adjustments Net operating income before operating expenses and impairment charges Net profit attributable to owners of Westpac Banking Corporation Total operating expenses to net operating income ratio Divisional performance 2018 572 1,080 1,652 (1,171) (7) 474 (147) - 327 (73) 254 2017 496 1,183 1,679 (1,084) (3) 592 (179) - 413 160 573 2016 445 1,334 1,779 (1,069) - 710 (212) - 498 (32) 466 70.88% 64.56% 60.09% 2018 2017 2016 5 512 517 (115) 402 (124) 278 - 278 10 499 509 (99) 410 (120) 290 - 290 7 525 532 (95) 437 (132) 305 - 305 22.24% 19.45% 17.86% Net profit attributable to owners of Westpac Banking Corporation Total operating expenses to net operating income ratio The Insurance business result includes the Westpac and St.George Life Insurance, General Insurance and Lenders Mortgage Divisional performance 2018 v 2017 Cash earnings were 12% lower ($91 million) than 2017 impacted by additional provisions for estimated customer refunds and payments and associated costs. Excluding these items, performance was down 1% over the year. Disciplined balance sheet growth, and lower weather related insurance claims were offset by a lower Advice contribution, fund margin compression and higher life insurance claims. Net interest income up $67 million, 13%  The 4% increase in lending was mostly in mortgages in Private Wealth. Deposits increased 7%, supported by an increase in term deposits, as customers looked for yield; and  Net interest margin was up 20 basis points due to disciplined margin management combined with Non-interest income down $96 million, 6% repricing of certain mortgage types and term deposits. This was partly offset by the full period impact of the Bank Levy, an increase of $15 million.  Funds Management contribution was down $103 million (or 9%): Increase in provisions for estimated customer refunds and payments ($57 million); Lower advice income, mostly from reduced activity ($37 million); - - - Contribution from Pendal (previously BT Investment Management) was $17 million lower, - - - following the further sale of shares in Pendal in May 2017; Partly offset by a reduced revaluation loss from investments in boutique funds ($22 million) and higher seed pool performance ($5 million); Funds related revenue was also higher ($10 million), from a 7% growth in funds, partly offset by lower margins from repricing and product mix changes; and Panorama has seen funds on the platform increased from $6.7 billion to $12.4 billion (up 85%). These gains have been partially offset by net outflows on legacy platforms.  Insurance income was $13 million or 3% higher; - General insurance was $29 million higher, mostly from lower claims for major weather events; - Life insurance was $8 million higher from an increase in in-force premiums relating to Group Insurance for BTFG Corporate Super. These gains were partly offset by higher claims and lapses; Provisions for estimated customer refunds and payments reduced insurance income by $6 million; and LMI contribution was lower ($17 million) from a reduction in loans originated with an LVR >90%. - - Operating expenses up $92 million, 8%  Return on capital decreased $6 million mostly due to higher hedging costs.  Increase mostly due to: - Provisions for the costs associated with customer refunds and payments ($55 million); - Investment costs ($44 million) from the roll-out of additional functionality in Panorama, the implementation of BT Open Services and removing grandfathered commissions across systems;  Regulatory costs were lower due to the completion of the MySuper migration and FoFA (Future of Financial Advice); and  Productivity savings largely offset other costs increases, including annual salary reviews, property and technology related spending. 102 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 103 Divisional performance 2018 v 2017 Cash earnings were 12% lower ($91 million) than 2017 impacted by additional provisions for estimated customer refunds and payments and associated costs. Excluding these items, performance was down 1% over the year. Disciplined balance sheet growth, and lower weather related insurance claims were offset by a lower Advice contribution, fund margin compression and higher life insurance claims. Net interest income up $67 million, 13%  The 4% increase in lending was mostly in mortgages in Private Wealth. Deposits increased 7%, supported by an increase in term deposits, as customers looked for yield; and  Net interest margin was up 20 basis points due to disciplined margin management combined with repricing of certain mortgage types and term deposits. This was partly offset by the full period impact Non-interest income down $96 million, 6% of the Bank Levy, an increase of $15 million.  Funds Management contribution was down $103 million (or 9%): Increase in provisions for estimated customer refunds and payments ($57 million); Lower advice income, mostly from reduced activity ($37 million); - Contribution from Pendal (previously BT Investment Management) was $17 million lower, following the further sale of shares in Pendal in May 2017; Partly offset by a reduced revaluation loss from investments in boutique funds ($22 million) and higher seed pool performance ($5 million); Funds related revenue was also higher ($10 million), from a 7% growth in funds, partly offset by lower margins from repricing and product mix changes; and Panorama has seen funds on the platform increased from $6.7 billion to $12.4 billion (up 85%). These gains have been partially offset by net outflows on legacy platforms.  Insurance income was $13 million or 3% higher; - General insurance was $29 million higher, mostly from lower claims for major weather events; - Life insurance was $8 million higher from an increase in in-force premiums relating to Group Insurance for BTFG Corporate Super. These gains were partly offset by higher claims and Provisions for estimated customer refunds and payments reduced insurance income by $6 lapses; million; and - - - - - - - LMI contribution was lower ($17 million) from a reduction in loans originated with an LVR >90%.  Return on capital decreased $6 million mostly due to higher hedging costs. Operating expenses up $92 million, 8%  - Increase mostly due to: - Provisions for the costs associated with customer refunds and payments ($55 million); Investment costs ($44 million) from the roll-out of additional functionality in Panorama, the implementation of BT Open Services and removing grandfathered commissions across systems;  Regulatory costs were lower due to the completion of the MySuper migration and FoFA (Future of  Productivity savings largely offset other costs increases, including annual salary reviews, property and Financial Advice); and technology related spending. Funds management business $m Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment (charges)/benefits Profit before income tax Income tax expense Profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation Total operating expenses to net operating income ratio Divisional performance 2018 572 1,080 1,652 (1,171) (7) 474 (147) - 327 (73) 2017 496 1,183 1,679 (1,084) (3) 592 (179) - 413 160 254 70.88% 573 64.56% 2016 445 1,334 1,779 (1,069) - 710 (212) - 498 (32) 466 60.09% 2 Insurance business The Insurance business result includes the Westpac and St.George Life Insurance, General Insurance and Lenders Mortgage Insurance (LMI) businesses. $m Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Profit before income tax Income tax expense Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation Total operating expenses to net operating income ratio 2018 5 512 517 (115) 402 (124) 278 - 2017 10 499 509 (99) 410 (120) 290 - 278 22.24% 290 19.45% 2016 7 525 532 (95) 437 (132) 305 - 305 17.86% 102 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 103 Westpac New Zealand technology, operations and treasury. Financial performance $m Net interest income Non-interest income Operating expenses Impairment (charges)/benefits Profit before income tax Income tax expense Profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Deposits and other borrowings1 Net loans Total assets Total funds Net operating income before operating expenses and impairment charges Net profit attributable to owners of Westpac Banking Corporation Divisional performance 2018 2017 2016 1,720 1,629 1,606 438 2,158 (860) (2) 1,296 (362) - 934 13 947 $bn 56.7 73.6 82.4 9.8 480 2,109 (903) 72 1,278 (361) - 917 (14) 903 $bn 53.7 71.1 81.3 9.3 483 2,089 (889) (54) 1,146 (321) - 825 2 827 $bn 54.9 71.7 82.1 9.1 Total operating expenses to net operating income ratio 39.85% 42.82% 42.56% Divisional performance Westpac Institutional Bank Westpac Institutional Bank (WIB) delivers a broad range of financial products and services to commercial, corporate, institutional and government customers with connections to Australia and New Zealand. WIB operates through dedicated industry relationship and specialist product teams, with expert knowledge in financing, transactional banking, and financial and debt capital markets. Customers are supported throughout Australia as well as via branches and subsidiaries located in New Zealand, the US, UK and Asia. WIB is also responsible for Westpac Pacific currently providing a range of banking services in Fiji and PNG. WIB works in an integrated way with all the Group’s divisions in the provision of more complex financial needs including across foreign exchange and fixed interest solutions. Westpac New Zealand is responsible for sales and service of banking, wealth and insurance products for consumers, business and institutional customers in New Zealand. Westpac conducts its New Zealand banking business through two banks in New Zealand: Westpac New Zealand Limited, which is incorporated in New Zealand and Westpac Banking Corporation (New Zealand Branch), which is incorporated in Australia. Westpac New Zealand operates via an extensive network of branches and ATMs across both the North and South Islands. Business and institutional customers are also served through relationship and specialist product teams. Banking products are provided under the Westpac brand while insurance and wealth products are provided under Westpac Life and BT brands, respectively. New Zealand also maintains its own infrastructure, including Financial performance $m Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment (charges)/benefits Profit before income tax Income tax expense Profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation Deposits and other borrowings Net loans Total assets Total operating expenses to net operating income ratio 2018 2017 2016 1,416 1,556 2,972 (1,446) 38 1,564 (473) (5) 1,086 - 1,086 $bn 104.8 77.2 1,328 1,707 3,035 (1,351) (56) 1,628 (462) (7) 1,159 - 1,159 $bn 92.1 74.1 1,421 1,537 2,958 (1,374) (177) 1,407 (421) (7) 979 - 979 $bn 93.7 74.0 102.4 48.65% 103.1 44.51% 110.6 46.45% 2018 v 2017 Cash earnings were $73 million or 6% lower than 2017 mostly due to lower markets revenue. The decline was partially offset by higher net interest margins and an impairment benefit. In 2018 the division exited the Hastings business which lifted both revenues and expenses (and contributed to a higher tax rate) but had little impact on cash earnings. Net interest income up $88 million, 7% Non-interest income down $151 million, 9% Operating expenses up $95 million, 7% Impairment charge positive movement of $94 million  Lending was up 4%, from increased utilisation of mortgage warehouse facilities and a fall in the A$ lifting Asia trade finance and loan balances;  Deposits increased 14% from higher Australian transaction balances and term deposits. Asia term deposits also increased due to foreign exchange translation impacts and to support lending in that region; and  Net interest margin was up 6 basis points, from higher transaction deposit margins and reduced wholesale funding costs. This was partially offset by the full period impact of the Bank Levy (5 basis points).  Hastings contribution up $110 million, mainly from income associated with the exit of Hastings business;  Excluding Hastings, non-interest income was down $261 million, or 16%, primarily from the non- repeat of several large infrastructure transactions and lower markets revenue in fixed income sales and trading; and  Fee income was also lower from increased utilisation of existing credit limits.  Hastings operating expenses up $87 million, from goodwill write-off and restructuring costs associated with the exit of the business; and  Excluding Hastings, operating expenses were up $8 million, or 1%, due to higher technology, regulatory and compliance expenses.  Stressed and impaired assets to TCE decreased over the year; and  The movement in impairment charges was due to the absence of any large downgrade over the year. 104 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 105 1 Refers to total customer deposits in this table. Divisional performance Westpac Institutional Bank Westpac Institutional Bank (WIB) delivers a broad range of financial products and services to commercial, corporate, institutional and government customers with connections to Australia and New Zealand. WIB operates through dedicated industry relationship and specialist product teams, with expert knowledge in financing, transactional banking, and financial and debt capital markets. Customers are supported throughout Australia as well as via branches and subsidiaries located in New Zealand, the US, UK and Asia. WIB is also responsible for Westpac Pacific currently providing a range of banking services in Fiji and PNG. WIB works in an integrated way with all the Group’s divisions in the provision of more complex financial needs including across foreign exchange and fixed interest solutions. Divisional performance Westpac New Zealand Westpac New Zealand is responsible for sales and service of banking, wealth and insurance products for consumers, business and institutional customers in New Zealand. Westpac conducts its New Zealand banking business through two banks in New Zealand: Westpac New Zealand Limited, which is incorporated in New Zealand and Westpac Banking Corporation (New Zealand Branch), which is incorporated in Australia. Westpac New Zealand operates via an extensive network of branches and ATMs across both the North and South Islands. Business and institutional customers are also served through relationship and specialist product teams. Banking products are provided under the Westpac brand while insurance and wealth products are provided under Westpac Life and BT brands, respectively. New Zealand also maintains its own infrastructure, including technology, operations and treasury. 2018 2017 2016 1,416 1,556 2,972 (1,446) 38 1,564 (473) (5) - 1,086 $bn 104.8 77.2 102.4 1,328 1,707 3,035 (1,351) (56) 1,628 (462) (7) - 1,159 $bn 92.1 74.1 103.1 1,086 1,159 1,421 1,537 2,958 (1,374) (177) 1,407 (421) (7) 979 - 979 $bn 93.7 74.0 110.6 46.45% Financial performance $m Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment (charges)/benefits Profit before income tax Income tax expense Profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation Deposits and other borrowings1 Net loans Total assets 2 2018 2017 2016 1,720 1,629 1,606 438 2,158 (860) (2) 1,296 (362) - 934 13 947 $bn 56.7 73.6 82.4 480 2,109 (903) 72 1,278 (361) - 917 (14) 903 $bn 53.7 71.1 81.3 483 2,089 (889) (54) 1,146 (321) - 825 2 827 $bn 54.9 71.7 82.1 Total funds Total operating expenses to net operating income ratio 9.8 39.85% 9.3 42.82% 9.1 42.56% Net operating income before operating expenses and impairment charges Profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation Financial performance $m Net interest income Non-interest income Operating expenses Impairment (charges)/benefits Profit before income tax Income tax expense Deposits and other borrowings Net loans Total assets 2018 v 2017 Total operating expenses to net operating income ratio 48.65% 44.51% Cash earnings were $73 million or 6% lower than 2017 mostly due to lower markets revenue. The decline was partially offset by higher net interest margins and an impairment benefit. In 2018 the division exited the Hastings business which lifted both revenues and expenses (and contributed to a higher tax rate) but had little impact on cash earnings. Net interest income up $88 million, 7%  Lending was up 4%, from increased utilisation of mortgage warehouse facilities and a fall in the A$ lifting Asia trade finance and loan balances;  Deposits increased 14% from higher Australian transaction balances and term deposits. Asia term deposits also increased due to foreign exchange translation impacts and to support lending in that  Net interest margin was up 6 basis points, from higher transaction deposit margins and reduced wholesale funding costs. This was partially offset by the full period impact of the Bank Levy (5 basis  Hastings contribution up $110 million, mainly from income associated with the exit of Hastings  Excluding Hastings, non-interest income was down $261 million, or 16%, primarily from the non- repeat of several large infrastructure transactions and lower markets revenue in fixed income sales region; and points). business; and trading; and  Fee income was also lower from increased utilisation of existing credit limits.  Hastings operating expenses up $87 million, from goodwill write-off and restructuring costs associated with the exit of the business; and up $95 million,  Excluding Hastings, operating expenses were up $8 million, or 1%, due to higher technology, regulatory and compliance expenses.  Stressed and impaired assets to TCE decreased over the year; and  The movement in impairment charges was due to the absence of any large downgrade over the year. Non-interest income down $151 million, 9% Operating expenses 7% Impairment charge positive movement of $94 million 104 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 105 1 Refers to total customer deposits in this table. Divisional performance 2018 v 2017 Cash earnings increased 2% over the year supported by a 13 basis point increase in net interest margin, and a 5% decline in expenses, partly offset by lower non-interest income. 2018 recorded an impairment charge of $2 million compared to an impairment benefit in 2017. Net interest income up $91 million, 6%  Loans increased $2.5 billion (4%), with the majority ($1.6 billion) in mortgages. Business growth of $1.0 billion was across a broad range of sectors. Overall consumer lending was below system1 as the division balanced return with growth;  Deposits increased $3 billion, more than funding loan growth over the year, and resulting in the deposit to loan ratio increasing 144 basis points2 to 77.0%2. Most deposit growth was in term products as customers sought higher yields; and  Net interest margin was 13 basis points higher from increased mortgage and business lending spreads, partly offset by lower deposit spreads.  Decline was driven by lower cards income, product simplification (reducing some fees on existing accounts) and customer migration to lower/no fee digital channels; and  Higher investment income from a 5% rise in funds and higher merchant and business lending fees, partly offset these declines.  Benefits from the transformation program include a reduction in branch numbers (down 6 over the year), lower FTE, and increased self-service from digitisation;  Project costs associated with the transformation program were also lower; and  Partly offsetting these benefits were increased risk management and regulatory costs and higher costs from annual salary reviews and inflation.  Credit quality improved with stressed assets to TCE reducing 49 basis points2 to 1.57%2. The decline was mostly due to the continued improvement in the dairy sector. Consumer 90+ day delinquencies remain low; and Impairment charges were higher due to the non-repeat of write-backs of some large facilities and improvement in the dairy industry across 2017.  Non-interest income down $42 million,9% Operating expenses down $43 million, 5% Impairment charge of $2m compared to an impairment benefit of $72 million Divisional performance Group Businesses This segment comprises:  Treasury, which is responsible for the management of the Group's balance sheet including wholesale funding, capital and management of liquidity. Treasury also manages the interest rate risk and foreign exchange risks inherent in the balance sheet, including managing the mismatch between Group assets and liabilities. Treasury's earnings are primarily sourced from managing the Group's balance sheet and interest rate risk (excluding Westpac New Zealand) within set risk limits;  Group Technology1, which comprises functions for the Australian businesses, is responsible for technology strategy and architecture, infrastructure and operations, applications development and business integration;  Core Support2, which comprises functions performed centrally, including Australian banking operations, property services, strategy, finance, risk, compliance, legal, human resources and customer and corporate relations; and Group Businesses also includes earnings on capital not allocated to divisions, certain intra-group transactions that facilitate presentation of performance of the Group's operating segments, earnings from non-core asset sales, earnings and costs associated with the Group's Fintech investments, and certain other head office items such as centrally raised provisions. Financial performance $m Net interest income Non-interest income Operating expenses Impairment benefits Profit before income tax Income tax (expense)/benefit 2018 v 2017 Net operating income before operating expenses and impairment charges up $167 million, 25% Operating expenses up $115 million, 25% Impairment benefit down $41 million Net operating income before operating expenses and impairment charges Profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation 2018 2017 812 35 847 (571) 2 278 (178) 1 101 107 208 713 (33) 680 (456) 43 267 (175) - 92 (92) - 2016 827 8 835 (398) 9 446 (148) (8) 290 (221) 69 Cash earnings increased $9 million primarily from higher Treasury revenue and earnings on capital, partly offset by increased operating expenses and a lower impairment benefit.  Net interest income increased $99 million primarily from Treasury revenue related to Australian interest rate risk management and increased earnings from centrally held capital; and  Non-interest income increased $68 million primarily due to the impact of New Zealand earnings hedges and a $10 million gain on asset sales.  Higher regulatory and compliance costs, including costs associated with the Royal Commission, and estimated provisions for litigation;  Higher restructuring costs; and  Expenses associated with the Group's fintech investments.  Movements in impairments reflect a $2 million benefit from a reduction to centrally held overlays during 2018, compared to a $43 million benefit in 2017. 1 Source: RBNZ 2 Calculated in NZ$. 1 Costs are fully allocated to other divisions in the Group. 2 Costs are partially allocated to other divisions in the Group, with costs attributed to enterprise activity retained in Group Businesses. 106 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 107 Divisional performance 2018 v 2017 impairment benefit in 2017. Net interest income up $91 million, 6%  Cash earnings increased 2% over the year supported by a 13 basis point increase in net interest margin, and a 5% decline in expenses, partly offset by lower non-interest income. 2018 recorded an impairment charge of $2 million compared to an Loans increased $2.5 billion (4%), with the majority ($1.6 billion) in mortgages. Business growth of $1.0 billion was across a broad range of sectors. Overall consumer lending was below system1 as the division balanced return with growth;  Deposits increased $3 billion, more than funding loan growth over the year, and resulting in the deposit to loan ratio increasing 144 basis points2 to 77.0%2. Most deposit growth was in term products as customers sought higher yields; and  Net interest margin was 13 basis points higher from increased mortgage and business lending spreads, partly offset by lower deposit spreads.  Decline was driven by lower cards income, product simplification (reducing some fees on existing accounts) and customer migration to lower/no fee digital channels; and  Higher investment income from a 5% rise in funds and higher merchant and business lending fees, partly offset these declines.  Benefits from the transformation program include a reduction in branch numbers (down 6 over the year), lower FTE, and increased self-service from digitisation;  Project costs associated with the transformation program were also lower; and  Partly offsetting these benefits were increased risk management and regulatory costs and higher costs from annual salary reviews and inflation.  Credit quality improved with stressed assets to TCE reducing 49 basis points2 to 1.57%2. The decline was mostly due to the continued improvement in the dairy sector. Consumer 90+ day delinquencies remain low; and  Impairment charges were higher due to the non-repeat of write-backs of some large facilities and improvement in the dairy industry across 2017. Non-interest income down $42 million,9% Operating expenses down $43 million, 5% Impairment charge of $2m compared to an impairment benefit of $72 million Divisional performance Group Businesses This segment comprises:  Treasury, which is responsible for the management of the Group's balance sheet including wholesale funding, capital and management of liquidity. Treasury also manages the interest rate risk and foreign exchange risks inherent in the balance sheet, including managing the mismatch between Group assets and liabilities. Treasury's earnings are primarily sourced from managing the Group's balance sheet and interest rate risk (excluding Westpac New Zealand) within set risk limits;  Group Technology1, which comprises functions for the Australian businesses, is responsible for technology strategy and architecture, infrastructure and operations, applications development and business integration;  Core Support2, which comprises functions performed centrally, including Australian banking operations, property services, strategy, finance, risk, compliance, legal, human resources and customer and corporate relations; and Group Businesses also includes earnings on capital not allocated to divisions, certain intra-group transactions that facilitate presentation of performance of the Group's operating segments, earnings from non-core asset sales, earnings and costs associated with the Group's Fintech investments, and certain other head office items such as centrally raised provisions. 2 Financial performance $m Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment benefits Profit before income tax Income tax (expense)/benefit Profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation 2018 2017 812 35 847 (571) 2 278 (178) 1 101 107 208 713 (33) 680 (456) 43 267 (175) - 92 (92) - 2016 827 8 835 (398) 9 446 (148) (8) 290 (221) 69 2018 v 2017 Cash earnings increased $9 million primarily from higher Treasury revenue and earnings on capital, partly offset by increased operating expenses and a lower impairment benefit. Net operating income before operating expenses and impairment charges up $167 million, 25% Operating expenses up $115 million, 25% Impairment benefit down $41 million  Net interest income increased $99 million primarily from Treasury revenue related to Australian interest rate risk management and increased earnings from centrally held capital; and  Non-interest income increased $68 million primarily due to the impact of New Zealand earnings hedges and a $10 million gain on asset sales.  Higher regulatory and compliance costs, including costs associated with the Royal Commission, and estimated provisions for litigation;  Higher restructuring costs; and  Expenses associated with the Group's fintech investments.  Movements in impairments reflect a $2 million benefit from a reduction to centrally held overlays during 2018, compared to a $43 million benefit in 2017. 1 Source: RBNZ 2 Calculated in NZ$. 1 Costs are fully allocated to other divisions in the Group. 2 Costs are partially allocated to other divisions in the Group, with costs attributed to enterprise activity retained in Group Businesses. 106 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 107 Risk and risk management Risk factors Our business is subject to risks that can adversely impact our financial performance, financial condition and future performance. If any of the following risks occur, our business, prospects, reputation, financial performance or financial condition could be materially adversely affected, with the result that the trading price of our securities could decline and as a security holder you could lose all, or part, of your investment. You should carefully consider the risks described and the other information in this Annual Report before investing in our securities. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties that we are unaware of, or that we currently deem to be immaterial, may also become important factors that affect us. Risks relating to our business Our businesses are highly regulated and we could be adversely affected by changes in laws, regulations or regulatory policy As a financial institution, we are subject to detailed laws and regulations in each of the jurisdictions in which we operate or obtain funding, including Australia, New Zealand, the United Kingdom, the United States and various jurisdictions in Asia and the Pacific. We are also supervised by a number of different regulatory and supervisory authorities which have broad administrative powers over our businesses. In Australia, the relevant regulatory authorities include the Australian Prudential Regulation Authority (APRA), Reserve Bank of Australia (RBA), Australian Securities and Investments Commission (ASIC), Australian Securities Exchange (ASX), Australian Competition and Consumer Commission (ACCC), the Australian Transaction Reports and Analysis Centre (AUSTRAC) and the Australian Taxation Office (ATO). The Reserve Bank of New Zealand (RBNZ) and the Financial Markets Authority (FMA) have supervisory oversight of our New Zealand operations. In the United States, we are subject to supervision and regulation by the US Office of the Comptroller of the Currency (OCC), the Board of Governors of the Federal Reserve System, the Commodity Futures Trading Commission (CFTC), the US Securities and Exchange Commission (SEC), the Office of Foreign Assets Control (OFAC) and the National Futures Association (NFA). In the United Kingdom, we are subject to supervision and regulation by the Financial Conduct Authority (FCA) and the Prudential Regulation Authority (PRA). In Asia, we are subject to supervision and regulation by local authorities, including the Monetary Authority of Singapore (MAS), the China Banking Regulatory Commission (CBRC) and the Hong Kong Monetary Authority (HKMA). In other jurisdictions in which we operate, we are also required to comply with relevant requirements of the local regulatory bodies. The Group's business, prospects, reputation, financial performance and financial condition could all be affected by changes to law and regulation, changes to policies and changes in the supervisory activities and expectations of our regulators. As with other financial services providers, we face increasing supervision and regulation in most of the jurisdictions in which we operate or obtain funding particularly in the areas of funding, liquidity, capital adequacy, prudential regulation, tax, anti-money laundering and counter-terrorism financing, conduct, consumer protection (including in the design and distribution of financial products), remuneration, competition (including through the introduction of changes to the Competition and Consumer Act 2010 (Cth) following recommendations by the Competition Policy Review chaired by Professor Ian Harper), privacy (including mandatory data breach notification obligations), data access and data protection (including through the introduction of the EU General Data Protection Regulation), information security, anti-bribery and corruption, and economic and trade sanctions. Regulatory changes could impact us in a number of ways. For example, new regulation could require us to have increased levels of liquidity and higher levels of, and better quality, capital and funding. Regulatory change could also result in restrictions on how we operate our business by imposing restrictions on the types of businesses we can conduct, requiring us or our competitors to change our business models or requiring us to amend our corporate structure. For example, Westpac's business model may change with the phasing in of open banking. Further details about open banking are set out in ‘Significant developments’ in Section 1. If regulatory change has any such effect, it could adversely affect one or more of our businesses, restrict our flexibility, require us to incur substantial costs and could impact the profitability of one or more of our business lines. Any such costs or restrictions could adversely affect our business, prospects, financial performance or financial condition. Regulation may also affect how we provide products and services to our customers. New laws and regulations could restrict our ability to provide products and services to certain customers (including by imposing regulatory limits on certain types of lending and on lending to certain customer segments), require us to alter our product and service offerings, restrict our ability to set prices for certain products and services or require us to alter the pricing that applies to products and services provided to new and existing customers. These types of changes could affect our profitability by adversely affecting our ability to maintain or increase margins and fees. This could occur because a regulation seeks to place a cap on the price of a product or service we provide, or because, in response to new regulation, we increase the price we charge for a product or service. This price increase could lead to customers seeking out alternative products or services, whether within the Group or with a competitor (including customers switching residential mortgages from interest-only to principal and interest). Risk and risk management There are numerous sources of regulatory change that could affect our business. In some cases, changes to regulation are driven by international bodies. For example, in December 2010, the Basel Committee on Banking Supervision (BCBS) announced a revised global regulatory framework known as Basel III. Basel III, among other things, increased the required quality and quantity of capital held by banks and introduced new standards for the management of liquidity risk. The BCBS announced the finalisation of this framework in December 2017, while, in July 2017, APRA took steps to implement the next wave of capital requirements for banks by clarifying its expectations for banks to hold 'unquestionably strong' levels of capital, and during 2018 released further discussion papers on the implementation of the revised capital framework, which APRA has stated is likely to come into effect on 1 January 2021. In other cases, authorities in the various jurisdictions in which we operate or obtain funding may propose regulatory change for financial institutions. Examples of proposed regulatory change that could impact us include changes to accounting and reporting standards, derivatives reform and changes to tax legislation (including dividend imputation). Further details on regulatory changes that may impact Westpac (including the Basel III framework) are set out in 'Significant developments' in Section I. Further changes may occur driven by policy, prudential or political factors. Westpac is currently operating in an environment where there is increased political scrutiny of the Australian financial services sector. This environment has served to increase the pace and scope of regulatory change. For example, as part of the Federal Government's 2017 Budget, a series of reforms impacting the banking sector were announced, including the introduction of the Bank Executive Accountability Regime (BEAR) and the Bank Levy on ADIs with liabilities of at least A$100 billion. Further details about the Bank Levy and BEAR are set out in 'Significant developments' in Section 1. Legislation introduced in one jurisdiction may lead to other governments seeking to introduce similar legislation in their jurisdiction. This was demonstrated by the South Australian Government's proposal to introduce a levy on the banks that are subject to the Federal Government's Bank Levy. While the South Australian Government has announced that it will not proceed with the proposed South Australian levy, it is possible that other governments may attempt to introduce their own version of the Bank Levy or similar legislation in the future. As part of the heightened political scrutiny on the financial services sector, the Australian Government, other regulators and parliamentary bodies are increasingly initiating reviews and inquiries (such as the Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry, the House of Representatives Standing Committee on Economics' ongoing 'Review of Australia's Four Major Banks', the Senate Economics References Committee's inquiry into consumer protection in the banking, insurance and financial sector, the Productivity Commission's Inquiry into Competition in the Australian Financial System and the ACCC's Residential Mortgage Price Inquiry and Inquiry into foreign currency conversion services). These reviews and commissions of inquiry could lead to substantial regulatory change or investigations, which could have a material impact on our business, prospects, reputation, financial performance or financial condition. It is also possible that governments or regulators in jurisdictions in which we operate or obtain funding might revise their application of existing regulatory policies that apply to, or impact, our business (including by instituting macro-prudential limits on lending). Regulators or governments may take this action for a variety of reasons, including for reasons relating to national interest and/or systemic stability. Regulatory changes and the timing of their introduction continue to evolve and we manage our businesses in the context of regulatory uncertainty and complexity. The nature and impact of future changes are not predictable and are beyond our control. Regulatory compliance and the management of regulatory change are an important part of our planning processes. We expect that we will continue to invest significantly in compliance and the management and implementation of regulatory change and, at the same time, significant management attention and resources will be required to update existing, or implement new, processes to comply with new regulations. Furthermore, the challenge in managing regulatory change may be heightened by multiple jurisdictions seeking to adopt a coordinated approach to the introduction of new regulations. Where these jurisdictions elect not to adopt regulation in a uniform manner across each jurisdiction, this may result in conflicts between the specific requirements of the different jurisdictions in which we operate. For further information refer to 'Significant developments' in Section 1 and the sections 'Critical accounting assumptions and estimates' and 'Future developments in Note 1 to the financial statements'. Our businesses are highly regulated and we could be adversely affected by failing to comply with laws, regulations or We are responsible for ensuring that we comply with all applicable legal and regulatory requirements (including accounting standards) and industry codes of practice in the jurisdictions in which we operate or obtain funding, as well as meeting our regulatory policy ethical standards. The Group is subject to compliance risk, which is the risk of legal or regulatory sanction or financial or reputational loss, arising from our failure to abide by the compliance obligations required of us. This risk is exacerbated by the increasing complexity and volume of domestic and global regulation. Compliance risk can also arise where we interpret our regulatory obligations, compliance requirements and rights (including in relation to tax incentives and GST recoveries) differently to our regulators or a court. The potential for this to occur may be heightened in the period that follows the introduction of significant changes to regulation, particularly where that new regulation is untested and/or not subject to extensive regulatory guidance. 108 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 109 Risk and risk management Risk factors Our business is subject to risks that can adversely impact our financial performance, financial condition and future performance. If any of the following risks occur, our business, prospects, reputation, financial performance or financial condition could be materially adversely affected, with the result that the trading price of our securities could decline and as a security holder you could lose all, or part, of your investment. You should carefully consider the risks described and the other information in this Annual Report before investing in our securities. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties that we are unaware of, or that we currently deem to be immaterial, may also become important factors that affect us. Risks relating to our business policy Our businesses are highly regulated and we could be adversely affected by changes in laws, regulations or regulatory As a financial institution, we are subject to detailed laws and regulations in each of the jurisdictions in which we operate or obtain funding, including Australia, New Zealand, the United Kingdom, the United States and various jurisdictions in Asia and the Pacific. We are also supervised by a number of different regulatory and supervisory authorities which have broad administrative powers over our businesses. In Australia, the relevant regulatory authorities include the Australian Prudential Regulation Authority (APRA), Reserve Bank of Australia (RBA), Australian Securities and Investments Commission (ASIC), Australian Securities Exchange (ASX), Australian Competition and Consumer Commission (ACCC), the Australian Transaction Reports and Analysis Centre (AUSTRAC) and the Australian Taxation Office (ATO). The Reserve Bank of New Zealand (RBNZ) and the Financial Markets Authority (FMA) have supervisory oversight of our New Zealand operations. In the United States, we are subject to supervision and regulation by the US Office of the Comptroller of the Currency (OCC), the Board of Governors of the Federal Reserve System, the Commodity Futures Trading Commission (CFTC), the US Securities and Exchange Commission (SEC), the Office of Foreign Assets Control (OFAC) and the National Futures Association (NFA). In the United Kingdom, we are subject to supervision and regulation by the Financial Conduct Authority (FCA) and the Prudential Regulation Authority (PRA). In Asia, we are subject to supervision and regulation by local authorities, including the Monetary Authority of Singapore (MAS), the China Banking Regulatory Commission (CBRC) and the Hong Kong Monetary Authority (HKMA). In other jurisdictions in which we operate, we are also required to comply with relevant requirements of the local regulatory bodies. The Group's business, prospects, reputation, financial performance and financial condition could all be affected by changes to law and regulation, changes to policies and changes in the supervisory activities and expectations of our regulators. As with other financial services providers, we face increasing supervision and regulation in most of the jurisdictions in which we operate or obtain funding particularly in the areas of funding, liquidity, capital adequacy, prudential regulation, tax, anti-money laundering and counter-terrorism financing, conduct, consumer protection (including in the design and distribution of financial products), remuneration, competition (including through the introduction of changes to the Competition and Consumer Act 2010 (Cth) following recommendations by the Competition Policy Review chaired by Professor Ian Harper), privacy (including mandatory data breach notification obligations), data access and data protection (including through the introduction of the EU General Data Protection Regulation), information security, anti-bribery and corruption, and economic and trade sanctions. Regulatory changes could impact us in a number of ways. For example, new regulation could require us to have increased levels of liquidity and higher levels of, and better quality, capital and funding. Regulatory change could also result in restrictions on how we operate our business by imposing restrictions on the types of businesses we can conduct, requiring us or our competitors to change our business models or requiring us to amend our corporate structure. For example, Westpac's business model may change with the phasing in of open banking. Further details about open banking are set out in ‘Significant developments’ in Section 1. If regulatory change has any such effect, it could adversely affect one or more of our businesses, restrict our flexibility, require us to incur substantial costs and could impact the profitability of one or more of our business lines. Any such costs or restrictions could adversely affect our business, prospects, financial performance or financial condition. Regulation may also affect how we provide products and services to our customers. New laws and regulations could restrict our ability to provide products and services to certain customers (including by imposing regulatory limits on certain types of lending and on lending to certain customer segments), require us to alter our product and service offerings, restrict our ability to set prices for certain products and services or require us to alter the pricing that applies to products and services provided to new and existing customers. These types of changes could affect our profitability by adversely affecting our ability to maintain or increase margins and fees. This could occur because a regulation seeks to place a cap on the price of a product or service we provide, or because, in response to new regulation, we increase the price we charge for a product or service. This price increase could lead to customers seeking out alternative products or services, whether within the Group or with a competitor (including customers switching residential mortgages from interest-only to principal and interest). Risk and risk management There are numerous sources of regulatory change that could affect our business. In some cases, changes to regulation are driven by international bodies. For example, in December 2010, the Basel Committee on Banking Supervision (BCBS) announced a revised global regulatory framework known as Basel III. Basel III, among other things, increased the required quality and quantity of capital held by banks and introduced new standards for the management of liquidity risk. The BCBS announced the finalisation of this framework in December 2017, while, in July 2017, APRA took steps to implement the next wave of capital requirements for banks by clarifying its expectations for banks to hold 'unquestionably strong' levels of capital, and during 2018 released further discussion papers on the implementation of the revised capital framework, which APRA has stated is likely to come into effect on 1 January 2021. In other cases, authorities in the various jurisdictions in which we operate or obtain funding may propose regulatory change for financial institutions. Examples of proposed regulatory change that could impact us include changes to accounting and reporting standards, derivatives reform and changes to tax legislation (including dividend imputation). Further details on regulatory changes that may impact Westpac (including the Basel III framework) are set out in 'Significant developments' in Section 1. Further changes may occur driven by policy, prudential or political factors. Westpac is currently operating in an environment where there is increased political scrutiny of the Australian financial services sector. This environment has served to increase the pace and scope of regulatory change. For example, as part of the Federal Government's 2017 Budget, a series of reforms impacting the banking sector were announced, including the introduction of the Bank Executive Accountability Regime (BEAR) and the Bank Levy on ADIs with liabilities of at least A$100 billion. Further details about the Bank Levy and BEAR are set out in 'Significant developments' in Section 1. 2 Legislation introduced in one jurisdiction may lead to other governments seeking to introduce similar legislation in their jurisdiction. This was demonstrated by the South Australian Government's proposal to introduce a levy on the banks that are subject to the Federal Government's Bank Levy. While the South Australian Government has announced that it will not proceed with the proposed South Australian levy, it is possible that other governments may attempt to introduce their own version of the Bank Levy or similar legislation in the future. As part of the heightened political scrutiny on the financial services sector, the Australian Government, other regulators and parliamentary bodies are increasingly initiating reviews and inquiries (such as the Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry, the House of Representatives Standing Committee on Economics' ongoing 'Review of Australia's Four Major Banks', the Senate Economics References Committee's inquiry into consumer protection in the banking, insurance and financial sector, the Productivity Commission's Inquiry into Competition in the Australian Financial System and the ACCC's Residential Mortgage Price Inquiry and Inquiry into foreign currency conversion services). These reviews and commissions of inquiry could lead to substantial regulatory change or investigations, which could have a material impact on our business, prospects, reputation, financial performance or financial condition. It is also possible that governments or regulators in jurisdictions in which we operate or obtain funding might revise their application of existing regulatory policies that apply to, or impact, our business (including by instituting macro-prudential limits on lending). Regulators or governments may take this action for a variety of reasons, including for reasons relating to national interest and/or systemic stability. Regulatory changes and the timing of their introduction continue to evolve and we manage our businesses in the context of regulatory uncertainty and complexity. The nature and impact of future changes are not predictable and are beyond our control. Regulatory compliance and the management of regulatory change are an important part of our planning processes. We expect that we will continue to invest significantly in compliance and the management and implementation of regulatory change and, at the same time, significant management attention and resources will be required to update existing, or implement new, processes to comply with new regulations. Furthermore, the challenge in managing regulatory change may be heightened by multiple jurisdictions seeking to adopt a coordinated approach to the introduction of new regulations. Where these jurisdictions elect not to adopt regulation in a uniform manner across each jurisdiction, this may result in conflicts between the specific requirements of the different jurisdictions in which we operate. For further information refer to 'Significant developments' in Section 1 and the sections 'Critical accounting assumptions and estimates' and 'Future developments in Note 1 to the financial statements'. Our businesses are highly regulated and we could be adversely affected by failing to comply with laws, regulations or regulatory policy We are responsible for ensuring that we comply with all applicable legal and regulatory requirements (including accounting standards) and industry codes of practice in the jurisdictions in which we operate or obtain funding, as well as meeting our ethical standards. The Group is subject to compliance risk, which is the risk of legal or regulatory sanction or financial or reputational loss, arising from our failure to abide by the compliance obligations required of us. This risk is exacerbated by the increasing complexity and volume of domestic and global regulation. Compliance risk can also arise where we interpret our regulatory obligations, compliance requirements and rights (including in relation to tax incentives and GST recoveries) differently to our regulators or a court. The potential for this to occur may be heightened in the period that follows the introduction of significant changes to regulation, particularly where that new regulation is untested and/or not subject to extensive regulatory guidance. 108 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 109 Risk and risk management The Group employs a compliance management system which is designed to identify, assess and manage compliance risk. This system includes (amongst other things) frameworks, policies, procedures, controls and assurance oversight. While this system is currently in place, it may not always have been or continue to be effective. Breakdowns may occur in this compliance management system due, for example, to flaws in the design of controls or underlying processes. This could result in potential breaches of our compliance obligations, as well as poor customer outcomes. The Group also depends on its employees, contractors, agents, authorised representatives and external service providers to 'do the right thing' in order for it to meet its compliance obligations. If an employee, contractor or external service provider fails to act in an appropriate manner, such as by neglecting to follow a policy or by engaging in misconduct, these actions could result in poor customer outcomes and a failure by the Group to comply with its compliance obligations. The Group's failure, or suspected failure, to comply with a compliance obligation could lead to a regulator commencing surveillance or an investigation into the Group, which may, depending on the circumstances, result in the regulator taking administrative or enforcement action against us (including seeking fines or other monetary penalties). In addition, the failure or alleged failure of our competitors to comply with their compliance obligations could lead to increased regulatory scrutiny across the financial services sector. In many cases, our regulators have broad administrative and enforcement powers. For example, under the Banking Act 1959 (Cth), APRA can, in certain circumstances, investigate our affairs and/or issue a direction to us (such as a direction to comply with a prudential requirement, to conduct an audit, to remove a Director, executive officer or employee, or not to undertake transactions), disqualify an 'Accountable Person' under the Banking and Executive Accountability Regime or require us to hold additional capital. Other regulators also have the power to investigate, including looking into past conduct. The powers exercisable and penalties that can be imposed by our regulators may also be expanded in the future. For example, the Australian Government has released an exposure draft of the Treasury Laws Amendment (Design and Distribution Obligations and Product Intervention Power) Bill 2018 (Cth), which proposes to introduce design and distribution obligations in relation to financial products and provide ASIC with a product intervention power. The Australian Government has also publicly endorsed a proposal by the ASIC Enforcement Review Taskforce to expand ASIC's powers to ban individuals working in the financial services sector, with an exposure draft of legislation released in September 2018. In addition, the Australian Treasury released the Treasury Laws Amendment (ASIC Enforcement) Bill 2018, which proposes to strengthen penalties for corporate and financial sector misconduct. Further details are set out in 'Significant developments' in Section 1. Changes may also occur in the oversight approach of regulators which could result in a regulator exercising its enforcement powers rather than adopting a more consultative approach. There have also been recent announcements for regulators to embed staff within the institutions they supervise, with the Australian Government announcing an increase in ASIC's funding in order to implement this type of supervisory approach. In recent years, there have been significant increases in the nature and scale of regulatory investigations, enforcement actions and the quantum of fines issued by global regulators. The nature of regulatory activity can be wide-ranging and may result in litigation, fines, penalties, infringement notices, reputational damage, revocation, suspension or variation of conditions of relevant regulatory licences (including potentially requiring us to change or adjust our business model) or other enforcement or administrative action or agreements (such as enforceable undertakings). For example:  In April 2016, ASIC commenced civil proceedings against Westpac in the Federal Court of Australia, alleging certain misconduct in relation to the setting of the bank bill swap reference rate in the period April 2010 to June 2012, including market manipulation and unconscionable conduct. Westpac defended these proceedings with the trial concluding in late 2017. On 24 May 2018, Justice Beach found that Westpac had not engaged in market manipulation or misleading or deceptive conduct under the Corporations Act 2001 (Cth). His Honour also found that there was no 'trading practice' of manipulating the BBSW rate. However, the Court found that Westpac engaged in unconscionable conduct on 4 occasions and that Westpac breached its supervisory duty. Costs and penalties will be determined in the coming months;  On 1 March 2017, ASIC commenced civil proceedings against Westpac in the Federal Court of Australia in relation to certain home loan responsible lending practices (including interest-only lending). On 4 September 2018, Westpac and ASIC agreed to settle the proceedings on the basis of a proposed $35 million penalty and declarations that Westpac contravened the National Consumer Credit Protection Act 2009 (Cth). The proposed settlement is subject to Court approval; and  On 15 March 2017, Westpac entered into an enforceable undertaking with ASIC following ASIC's industry-wide investigation into wholesale Spot Foreign Exchange (FX) trading activity between January 2008 and June 2013. As part of the enforceable undertaking, Westpac undertook, amongst other things, to continue to progress its program of strengthening its policies and processes in its Spot FX trading business, with input from an independent expert. Furthermore, regulatory action may result in Westpac being exposed to the risk of litigation brought by third parties (including through class action proceedings). The outcome of such litigation (including class action proceedings) may be payment of compensation to third parties and/or further remediation activities. In addition, action taken in one jurisdiction may prompt similar action to be taken in another jurisdiction. Risk and risk management During the year ended 30 September 2018, Westpac has responded to requirements, compulsory notices and requests for information from its regulators and the Royal Commission as part of both industry-wide and Westpac-specific reviews, including in relation to matters involving the quality of advice, ongoing advice services, employers and superannuation, insurance and superannuation, life insurance and total and permanent disability arrangements, remuneration arrangements, responsible lending (including collections and hardship), credit cards, loan application fraud, mortgage-related conduct, commercial lending, consumer credit insurance and anti-money laundering and counter-terrorism financing. Regulatory investigations, inquiries, litigation, fines, penalties, revocation, suspension or variation of conditions of relevant regulatory licences or other enforcement or administrative action or agreements (such as enforceable undertakings) could, either individually or in aggregate with other regulatory action, adversely affect our business, prospects, reputation, financial performance or financial condition. The failure to comply with financial crime obligations could have an adverse effect on our business and reputation The Group is subject to anti-money laundering and counter-terrorism financing laws, anti-bribery and corruption laws and economic and trade sanctions laws in the jurisdictions in which it operates. These laws can be complex and in some circumstances, impose a diverse range of obligations. For example, anti-money laundering and counter-terrorism financing laws require Westpac and other regulated institutions to (amongst other things) undertake customer identification and verification, conduct ongoing due diligence on certain classes of customer, maintain and comply with an AML/CTF program, undertake ongoing risk assessments and report certain matters and transactions to regulators (including in relation to International Funds Transfer Instructions, Threshold Transaction Reports and Suspicious Matter Reports). Furthermore, financial crime laws are also undergoing change in a number of jurisdictions. In recent years there has been increased focus on compliance with financial crime obligations, with regulators around the globe commencing large-scale investigations and taking enforcement action where they have identified non-compliance (often seeking significant monetary penalties). While the Group has systems, policies, processes and controls in place that are designed to manage its financial crime obligations (including its reporting obligations), these may not always have been or continue to be effective. If we fail to comply with these obligations, we could face regulatory action such as litigation, fines, penalties and the revocation, suspension or variation of licence conditions. Non-compliance could also lead to litigation commenced by third parties (including class action proceedings) and cause reputational damage. These actions could, either individually or in aggregate, adversely affect our business, prospects, reputation, financial performance or financial condition. Reputational damage could harm our business and prospects Our ability to attract and retain customers and our prospects could be adversely affected if our reputation is damaged. Reputation risk is the risk of loss of reputation, stakeholder confidence or public trust and standing. It arises where there are differences between stakeholders' current and emerging perceptions, beliefs and expectations and our current and planned activities, processes, performance and behaviours. Westpac is currently undertaking a number of reviews to identify and resolve prior issues that have the potential to impact customers and reputation. As part of these reviews, we are strengthening our processes and controls in certain businesses and we have identified some prior instances where we are now taking action to put things right so that our customers are not at a disadvantage from certain past practices. For further information about these and other internal reviews, refer to Note 31 to the financial statements. There are various potential sources of reputational damage. Westpac's reputation may be damaged where any of its policies, processes, practices or behaviours result in a negative outcome for a customer or a class of customers. Other potential sources of reputational damage include the failure to effectively manage risks in accordance with our risk management frameworks, potential conflicts of interest, failure to comply with legal and regulatory requirements, failure to meet our market disclosure obligations, regulatory investigations into past conduct, adverse findings from regulatory reviews (including Westpac-specific and industry-wide reviews), making inaccurate public statements, environmental, social and ethical issues, engagement and conduct of external suppliers, failure to comply with anti-money laundering and counter-terrorism financing laws, anti-bribery and corruption laws, economic and trade sanctions legislation or privacy laws, litigation, failure of information security systems, improper sales and trading practices, failure to comply with personnel and supplier policies, improper conduct of companies in which we hold strategic investments, technology failures and security breaches and inadequate record keeping which may prevent Westpac from demonstrating that a past decision was appropriate at the time it was made. Westpac may incur reputational damage where its conduct, practices, behaviours or business activities fall below evolving community standards and expectations. As these expectations may exceed the standard required in order to comply with the law, Westpac may incur reputational damage even where it has met its legal obligations. A divergence between community expectations and Westpac's practices could arise in a number of ways, including in relation to our product and services disclosure practices, the features and benefits available under our products, lending practices, remuneration structures, pricing policies and the use and protection of data. Our reputation could also be adversely affected by the actions of the financial services industry in general or from the actions of our competitors, customers, suppliers, joint-venture partners, strategic partners and other counterparties. 110 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 111 Risk and risk management The Group employs a compliance management system which is designed to identify, assess and manage compliance risk. This system includes (amongst other things) frameworks, policies, procedures, controls and assurance oversight. While this system is currently in place, it may not always have been or continue to be effective. Breakdowns may occur in this compliance management system due, for example, to flaws in the design of controls or underlying processes. This could result in potential breaches of our compliance obligations, as well as poor customer outcomes. The Group also depends on its employees, contractors, agents, authorised representatives and external service providers to 'do the right thing' in order for it to meet its compliance obligations. If an employee, contractor or external service provider fails to act in an appropriate manner, such as by neglecting to follow a policy or by engaging in misconduct, these actions could result in poor customer outcomes and a failure by the Group to comply with its compliance obligations. The Group's failure, or suspected failure, to comply with a compliance obligation could lead to a regulator commencing surveillance or an investigation into the Group, which may, depending on the circumstances, result in the regulator taking administrative or enforcement action against us (including seeking fines or other monetary penalties). In addition, the failure or alleged failure of our competitors to comply with their compliance obligations could lead to increased regulatory scrutiny across the financial services sector. In many cases, our regulators have broad administrative and enforcement powers. For example, under the Banking Act 1959 (Cth), APRA can, in certain circumstances, investigate our affairs and/or issue a direction to us (such as a direction to comply with a prudential requirement, to conduct an audit, to remove a Director, executive officer or employee, or not to undertake transactions), disqualify an 'Accountable Person' under the Banking and Executive Accountability Regime or require us to hold additional capital. Other regulators also have the power to investigate, including looking into past conduct. The powers exercisable and penalties that can be imposed by our regulators may also be expanded in the future. For example, the Australian Government has released an exposure draft of the Treasury Laws Amendment (Design and Distribution Obligations and Product Intervention Power) Bill 2018 (Cth), which proposes to introduce design and distribution obligations in relation to financial products and provide ASIC with a product intervention power. The Australian Government has also publicly endorsed a proposal by the ASIC Enforcement Review Taskforce to expand ASIC's powers to ban individuals working in the financial services sector, with an exposure draft of legislation released in September 2018. In addition, the Australian Treasury released the Treasury Laws Amendment (ASIC Enforcement) Bill 2018, which proposes to strengthen penalties for corporate and financial sector misconduct. Further details are set out in 'Significant developments' in Section I. Changes may also occur in the oversight approach of regulators which could result in a regulator exercising its enforcement powers rather than adopting a more consultative approach. There have also been recent announcements for regulators to embed staff within the institutions they supervise, with the Australian Government announcing an increase in ASIC's funding in order to implement this type of supervisory approach. In recent years, there have been significant increases in the nature and scale of regulatory investigations, enforcement actions and the quantum of fines issued by global regulators. The nature of regulatory activity can be wide-ranging and may result in litigation, fines, penalties, infringement notices, reputational damage, revocation, suspension or variation of conditions of relevant regulatory licences (including potentially requiring us to change or adjust our business model) or other enforcement or administrative action or agreements (such as enforceable undertakings). For example:  In April 2016, ASIC commenced civil proceedings against Westpac in the Federal Court of Australia, alleging certain misconduct in relation to the setting of the bank bill swap reference rate in the period April 2010 to June 2012, including market manipulation and unconscionable conduct. Westpac defended these proceedings with the trial concluding in late 2017. On 24 May 2018, Justice Beach found that Westpac had not engaged in market manipulation or misleading or deceptive conduct under the Corporations Act 2001 (Cth). His Honour also found that there was no 'trading practice' of manipulating the BBSW rate. However, the Court found that Westpac engaged in unconscionable conduct on 4 occasions and that Westpac breached its supervisory duty. Costs and penalties will be determined in the coming months;  On 1 March 2017, ASIC commenced civil proceedings against Westpac in the Federal Court of Australia in relation to certain home loan responsible lending practices (including interest-only lending). On 4 September 2018, Westpac and ASIC agreed to settle the proceedings on the basis of a proposed $35 million penalty and declarations that Westpac contravened the National Consumer Credit Protection Act 2009 (Cth). The proposed settlement is subject to Court approval; and  On 15 March 2017, Westpac entered into an enforceable undertaking with ASIC following ASIC's industry-wide investigation into wholesale Spot Foreign Exchange (FX) trading activity between January 2008 and June 2013. As part of the enforceable undertaking, Westpac undertook, amongst other things, to continue to progress its program of strengthening its policies and processes in its Spot FX trading business, with input from an independent expert. Furthermore, regulatory action may result in Westpac being exposed to the risk of litigation brought by third parties (including through class action proceedings). The outcome of such litigation (including class action proceedings) may be payment of compensation to third parties and/or further remediation activities. In addition, action taken in one jurisdiction may prompt similar action to be taken in another jurisdiction. Risk and risk management During the year ended 30 September 2018, Westpac has responded to requirements, compulsory notices and requests for information from its regulators and the Royal Commission as part of both industry-wide and Westpac-specific reviews, including in relation to matters involving the quality of advice, ongoing advice services, employers and superannuation, insurance and superannuation, life insurance and total and permanent disability arrangements, remuneration arrangements, responsible lending (including collections and hardship), credit cards, loan application fraud, mortgage-related conduct, commercial lending, consumer credit insurance and anti-money laundering and counter-terrorism financing. Regulatory investigations, inquiries, litigation, fines, penalties, revocation, suspension or variation of conditions of relevant regulatory licences or other enforcement or administrative action or agreements (such as enforceable undertakings) could, either individually or in aggregate with other regulatory action, adversely affect our business, prospects, reputation, financial performance or financial condition. The failure to comply with financial crime obligations could have an adverse effect on our business and reputation The Group is subject to anti-money laundering and counter-terrorism financing laws, anti-bribery and corruption laws and economic and trade sanctions laws in the jurisdictions in which it operates. These laws can be complex and in some circumstances, impose a diverse range of obligations. For example, anti-money laundering and counter-terrorism financing laws require Westpac and other regulated institutions to (amongst other things) undertake customer identification and verification, conduct ongoing due diligence on certain classes of customer, maintain and comply with an AML/CTF program, undertake ongoing risk assessments and report certain matters and transactions to regulators (including in relation to International Funds Transfer Instructions, Threshold Transaction Reports and Suspicious Matter Reports). Furthermore, financial crime laws are also undergoing change in a number of jurisdictions. 2 In recent years there has been increased focus on compliance with financial crime obligations, with regulators around the globe commencing large-scale investigations and taking enforcement action where they have identified non-compliance (often seeking significant monetary penalties). While the Group has systems, policies, processes and controls in place that are designed to manage its financial crime obligations (including its reporting obligations), these may not always have been or continue to be effective. If we fail to comply with these obligations, we could face regulatory action such as litigation, fines, penalties and the revocation, suspension or variation of licence conditions. Non-compliance could also lead to litigation commenced by third parties (including class action proceedings) and cause reputational damage. These actions could, either individually or in aggregate, adversely affect our business, prospects, reputation, financial performance or financial condition. Reputational damage could harm our business and prospects Our ability to attract and retain customers and our prospects could be adversely affected if our reputation is damaged. Reputation risk is the risk of loss of reputation, stakeholder confidence or public trust and standing. It arises where there are differences between stakeholders' current and emerging perceptions, beliefs and expectations and our current and planned activities, processes, performance and behaviours. Westpac is currently undertaking a number of reviews to identify and resolve prior issues that have the potential to impact customers and reputation. As part of these reviews, we are strengthening our processes and controls in certain businesses and we have identified some prior instances where we are now taking action to put things right so that our customers are not at a disadvantage from certain past practices. For further information about these and other internal reviews, refer to Note 31 to the financial statements. There are various potential sources of reputational damage. Westpac's reputation may be damaged where any of its policies, processes, practices or behaviours result in a negative outcome for a customer or a class of customers. Other potential sources of reputational damage include the failure to effectively manage risks in accordance with our risk management frameworks, potential conflicts of interest, failure to comply with legal and regulatory requirements, failure to meet our market disclosure obligations, regulatory investigations into past conduct, adverse findings from regulatory reviews (including Westpac-specific and industry-wide reviews), making inaccurate public statements, environmental, social and ethical issues, engagement and conduct of external suppliers, failure to comply with anti-money laundering and counter-terrorism financing laws, anti-bribery and corruption laws, economic and trade sanctions legislation or privacy laws, litigation, failure of information security systems, improper sales and trading practices, failure to comply with personnel and supplier policies, improper conduct of companies in which we hold strategic investments, technology failures and security breaches and inadequate record keeping which may prevent Westpac from demonstrating that a past decision was appropriate at the time it was made. Westpac may incur reputational damage where its conduct, practices, behaviours or business activities fall below evolving community standards and expectations. As these expectations may exceed the standard required in order to comply with the law, Westpac may incur reputational damage even where it has met its legal obligations. A divergence between community expectations and Westpac's practices could arise in a number of ways, including in relation to our product and services disclosure practices, the features and benefits available under our products, lending practices, remuneration structures, pricing policies and the use and protection of data. Our reputation could also be adversely affected by the actions of the financial services industry in general or from the actions of our competitors, customers, suppliers, joint-venture partners, strategic partners and other counterparties. 110 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 111 Risk and risk management Furthermore, the risk of reputational damage may be heightened by factors such as the increasing use of social media or the increasing prevalence of groups which seek to publicly challenge the Group's strategy or approach to aspects of its business. Failure, or perceived failure, to appropriately address issues that could or do give rise to reputational risk could also impact the regulatory change agenda, give rise to additional legal risk, subject us to regulatory investigations, regulatory enforcement actions, fines and penalties or litigation brought by third parties (including class actions), require us to remediate and compensate customers and incur remediation costs or harm our reputation among customers, investors and the marketplace. This could lead to loss of business which could adversely affect our business, prospects, financial performance or financial condition. The Royal Commission may lead to regulatory enforcement activity, litigation and changes in laws, regulations or regulatory policy, as well as potentially result in further and ongoing reputational damage to the Group, all of which is and may continue to have an adverse effect on our business and prospects The Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry is currently investigating (amongst other things) whether any conduct, practices, behaviours or business activities engaged in by financial services entities amounted to potential misconduct, or fell below community standards and expectations. The Royal Commission is currently scheduled to provide its final report and recommendations to the Australian Government by 1 February 2019. There is a possibility that the deadline for the report will be extended in the future. The Royal Commission's inquiries have made public, and are likely to continue to make public, instances where the Group or entities or persons associated with the Group engaged in potential misconduct or failed to meet community standards and expectations. The Royal Commission's Terms of Reference are broad and enable the Royal Commission to investigate potential misconduct in a wide range of areas. The public hearings of the Royal Commission have to date examined consumer lending practices, the provision of financial advice, business lending to small and medium enterprises, experiences with financial entities in regional and remote communities, superannuation and insurance. These investigations, including the public hearings, submissions, evidence and eventual findings of the Royal Commission, have had, and are likely to continue to have, an adverse impact on the Group's reputation and potentially the financial performance of the business. The Royal Commission may make findings that Westpac (including persons or entities acting on its behalf) has engaged in misconduct. These findings may lead to regulators commencing investigations and/or enforcement action against the Group. The Group may also be exposed to an increased risk of litigation involving third parties (including class action proceedings) in connection with matters raised publicly at the Royal Commission, particularly if the Royal Commission makes a finding of misconduct affecting the Group or the industry in a way that affects the Group. The Interim Report of the Commission released on 28 September 2018 outlined a range of views the Commissioner has formed to date based on the information and hearings so far and has requested submissions on key areas of policy that might affect or address misconduct in the financial services industry. Many of those matters could have significant impacts on particular entities (including Westpac), the banking sector and the financial performance of banks. Recommendations may include matters which could cause structural change to the market and/or business models employed within the market. Westpac made submissions in relation to the questions posed in the Interim Report on 26 October. Under the Royal Commission's Terms of Reference, it is required to investigate the adequacy of existing laws and policies of the Federal Government relating to the provision of banking, superannuation and financial services, and whether any further changes to the legal framework are necessary to minimise the likelihood of misconduct. Consequently, the Royal Commission is likely, in its final report, to recommend changes to Australia's legal framework, which the Federal Government may pass into legislation. The Royal Commission is also considering the regulation and enforcement practices of our regulators. Any findings or recommendations made by the Royal Commission, may result in our regulators altering their existing policies and practices (including increasing their expectations for entities that they regulate). Depending on the nature of any changes to Australia's legal framework and/or the policies and practices of our regulators which might be prompted by the Royal Commission, there may be an adverse effect on our business, prospects, financial performance or financial condition. The Royal Commission may also lead to increased political or regulatory scrutiny of the financial industry in New Zealand. We could suffer information security risks, including cyberattacks The proliferation of new technologies, the increasing use of the internet and telecommunications to conduct financial transactions and the growing sophistication and activities of attackers (including organised crime and state-sponsored actors) have resulted in increased information security risks for major financial institutions such as Westpac and our external service providers. While Westpac has systems in place to protect against, detect and respond to cyberattacks, these systems may not always be effective and there can be no assurance that we will not suffer losses from cyberattacks or other information security breaches in the future. If a cyberattack is successful, technology systems might fail to operate properly or become disabled and it could result in the unauthorised release, gathering, monitoring, misuse, loss or destruction of confidential, proprietary and other information of the Group, its employees, customers or third parties or otherwise adversely impact network access, business operations or availability of services. In addition, as cyber threats continue to evolve, we may be required to expend significant additional resources to modify or enhance our systems or to investigate and remediate any vulnerabilities or incidents. Risk and risk management Our operations rely on the secure processing, storage and transmission of information on our computer systems and networks, and the systems and networks of external suppliers. Although we implement measures to protect the security, integrity and confidentiality of our information, there is a risk that the computer systems, software and networks on which we rely may be subject to security breaches, unauthorised access, malicious software, external attacks or internal breaches that could have an adverse impact on our confidential information or that of our customers and counterparties. Major banks in other jurisdictions have suffered security breaches from sophisticated cyberattacks. Our external service providers or other parties that facilitate our business activities (such as vendors, exchanges, clearing houses, central depositories and financial intermediaries) are also subject to the risk of cyberattacks. Any such security breach could result in the loss of customers and business opportunities, significant disruption to Westpac's operations, misappropriation of Westpac's confidential information and/or that of our customers and damage to Westpac's computers or systems and/or those of our customers. Such a security breach could also result in reputational damage, claims for compensation and regulatory investigations and penalties, which could adversely affect our business, prospects, financial performance or financial condition. Our risk and exposure to such threats remains heightened because of the evolving nature of technology, Westpac's prominence within the financial services industry, the prominence of our customers (including government, mining and health) and our plans to continue to improve and expand our internet and mobile banking infrastructure. We could suffer losses due to technology failures The reliability, integrity and security of our information and technology is crucial in supporting our customers' banking requirements and meeting our compliance obligations and our regulators' expectations. While the Group has a number of processes in place to provide for and monitor the availability and recovery of our systems, there is a risk that our information and technology systems might fail to operate properly or become disabled as a result of events that are wholly or partially beyond our control. If we incur a technology failure we may fail to meet a compliance obligation (such as the obligation to retain records and data for requisite periods of time), or our customers may be adversely affected (such as where they are unable to access online banking services for an extended period of time or where an underlying technology issue results in a customer not receiving a product or service on the terms and conditions they agreed to). This could potentially result in reputational damage, remediation costs and a regulator commencing an investigation and/or taking administrative or enforcement action against us. Further, in order to continue to deliver new products and services to customers, comply with our regulatory obligations and meet the ongoing expectations of our regulators, we need to regularly renew and enhance our technology. We are constantly managing technology projects including projects to consolidate technology platforms, simplify and enhance our technology and operations environment, improve productivity and provide for a better customer experience. Failure to implement these projects or manage associated change effectively could result in cost overruns, unrealised productivity, operational instability or reputational damage. In turn, this could place us at a competitive disadvantage and adversely affect our financial performance. Adverse credit and capital market conditions or depositor preferences may significantly affect our ability to meet funding and liquidity needs and may increase our cost of funding We rely on deposits, and credit and capital markets, to fund our business and as a source of liquidity. Our liquidity and costs of obtaining funding are related to credit and capital market conditions. Global credit and capital markets can experience periods of extreme volatility, disruption and decreased liquidity as was demonstrated during the Global Financial Crisis. While there have now been extended periods of stability in these markets, the environment remains unpredictable. The main risks we face are damage to market confidence, changes to the access and cost of funding and a slowing in global activity or other impacts on entities with whom we do business. Capital markets may also be affected by proposed changes to US repatriation tax rules. As of 30 September 2018, approximately 29% of our total funding originated from domestic and international wholesale markets. Of this, around 66% was sourced outside Australia and New Zealand. Customer deposits provide around 63% of total funding. Customer deposits held by Westpac are comprised of both term deposits which can be withdrawn after a certain period of time and at call deposits which can be withdrawn at any time. A shift in investment preferences could result in deposit withdrawals by customers which could increase our need for funding from other, potentially less stable, or more expensive, forms of funding. If market conditions deteriorate due to economic, financial, political or other reasons, there may also be a loss of confidence in bank deposits and we could experience unexpected deposit withdrawals. In this situation our funding costs may be adversely affected and our liquidity and our funding and lending activities may be constrained. If our current sources of funding prove to be insufficient, we may be forced to seek alternative financing. The availability of such alternative financing, and the terms on which it may be available, will depend on a variety of factors, including prevailing market conditions, the availability of credit, our credit ratings and credit market capacity. Even if available, these alternatives may be more expensive or on unfavourable terms, which could adversely affect our financial performance, liquidity, capital resources or financial condition. There is no assurance that we will be able to obtain adequate funding, do so at acceptable prices, or that we will be able to recover any additional costs. 112 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 113 Risk and risk management Furthermore, the risk of reputational damage may be heightened by factors such as the increasing use of social media or the increasing prevalence of groups which seek to publicly challenge the Group's strategy or approach to aspects of its business. Failure, or perceived failure, to appropriately address issues that could or do give rise to reputational risk could also impact the regulatory change agenda, give rise to additional legal risk, subject us to regulatory investigations, regulatory enforcement actions, fines and penalties or litigation brought by third parties (including class actions), require us to remediate and compensate customers and incur remediation costs or harm our reputation among customers, investors and the marketplace. This could lead to loss of business which could adversely affect our business, prospects, financial performance or financial condition. The Royal Commission may lead to regulatory enforcement activity, litigation and changes in laws, regulations or regulatory policy, as well as potentially result in further and ongoing reputational damage to the Group, all of which is and may continue to have an adverse effect on our business and prospects The Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry is currently investigating (amongst other things) whether any conduct, practices, behaviours or business activities engaged in by financial services entities amounted to potential misconduct, or fell below community standards and expectations. The Royal Commission is currently scheduled to provide its final report and recommendations to the Australian Government by 1 February 2019. There is a possibility that the deadline for the report will be extended in the future. The Royal Commission's inquiries have made public, and are likely to continue to make public, instances where the Group or entities or persons associated with the Group engaged in potential misconduct or failed to meet community standards and expectations. The Royal Commission's Terms of Reference are broad and enable the Royal Commission to investigate potential misconduct in a wide range of areas. The public hearings of the Royal Commission have to date examined consumer lending practices, the provision of financial advice, business lending to small and medium enterprises, experiences with financial entities in regional and remote communities, superannuation and insurance. These investigations, including the public hearings, submissions, evidence and eventual findings of the Royal Commission, have had, and are likely to continue to have, an adverse impact on the Group's reputation and potentially the financial performance of the business. The Royal Commission may make findings that Westpac (including persons or entities acting on its behalf) has engaged in misconduct. These findings may lead to regulators commencing investigations and/or enforcement action against the Group. The Group may also be exposed to an increased risk of litigation involving third parties (including class action proceedings) in connection with matters raised publicly at the Royal Commission, particularly if the Royal Commission makes a finding of misconduct affecting the Group or the industry in a way that affects the Group. The Interim Report of the Commission released on 28 September 2018 outlined a range of views the Commissioner has formed to date based on the information and hearings so far and has requested submissions on key areas of policy that might affect or address misconduct in the financial services industry. Many of those matters could have significant impacts on particular entities (including Westpac), the banking sector and the financial performance of banks. Recommendations may include matters which could cause structural change to the market and/or business models employed within the market. Westpac made submissions in relation to the questions posed in the Interim Report on 26 October. Under the Royal Commission's Terms of Reference, it is required to investigate the adequacy of existing laws and policies of the Federal Government relating to the provision of banking, superannuation and financial services, and whether any further changes to the legal framework are necessary to minimise the likelihood of misconduct. Consequently, the Royal Commission is likely, in its final report, to recommend changes to Australia's legal framework, which the Federal Government may pass into legislation. The Royal Commission is also considering the regulation and enforcement practices of our regulators. Any findings or recommendations made by the Royal Commission, may result in our regulators altering their existing policies and practices (including increasing their expectations for entities that they regulate). Depending on the nature of any changes to Australia's legal framework and/or the policies and practices of our regulators which might be prompted by the Royal Commission, there may be an adverse effect on our business, prospects, financial performance or financial condition. The Royal Commission may also lead to increased political or regulatory scrutiny of the financial industry in New Zealand. We could suffer information security risks, including cyberattacks The proliferation of new technologies, the increasing use of the internet and telecommunications to conduct financial transactions and the growing sophistication and activities of attackers (including organised crime and state-sponsored actors) have resulted in increased information security risks for major financial institutions such as Westpac and our external service providers. While Westpac has systems in place to protect against, detect and respond to cyberattacks, these systems may not always be effective and there can be no assurance that we will not suffer losses from cyberattacks or other information security breaches in the future. If a cyberattack is successful, technology systems might fail to operate properly or become disabled and it could result in the unauthorised release, gathering, monitoring, misuse, loss or destruction of confidential, proprietary and other information of the Group, its employees, customers or third parties or otherwise adversely impact network access, business operations or availability of services. In addition, as cyber threats continue to evolve, we may be required to expend significant additional resources to modify or enhance our systems or to investigate and remediate any vulnerabilities or incidents. Risk and risk management Our operations rely on the secure processing, storage and transmission of information on our computer systems and networks, and the systems and networks of external suppliers. Although we implement measures to protect the security, integrity and confidentiality of our information, there is a risk that the computer systems, software and networks on which we rely may be subject to security breaches, unauthorised access, malicious software, external attacks or internal breaches that could have an adverse impact on our confidential information or that of our customers and counterparties. Major banks in other jurisdictions have suffered security breaches from sophisticated cyberattacks. Our external service providers or other parties that facilitate our business activities (such as vendors, exchanges, clearing houses, central depositories and financial intermediaries) are also subject to the risk of cyberattacks. Any such security breach could result in the loss of customers and business opportunities, significant disruption to Westpac's operations, misappropriation of Westpac's confidential information and/or that of our customers and damage to Westpac's computers or systems and/or those of our customers. Such a security breach could also result in reputational damage, claims for compensation and regulatory investigations and penalties, which could adversely affect our business, prospects, financial performance or financial condition. Our risk and exposure to such threats remains heightened because of the evolving nature of technology, Westpac's prominence within the financial services industry, the prominence of our customers (including government, mining and health) and our plans to continue to improve and expand our internet and mobile banking infrastructure. 2 We could suffer losses due to technology failures The reliability, integrity and security of our information and technology is crucial in supporting our customers' banking requirements and meeting our compliance obligations and our regulators' expectations. While the Group has a number of processes in place to provide for and monitor the availability and recovery of our systems, there is a risk that our information and technology systems might fail to operate properly or become disabled as a result of events that are wholly or partially beyond our control. If we incur a technology failure we may fail to meet a compliance obligation (such as the obligation to retain records and data for requisite periods of time), or our customers may be adversely affected (such as where they are unable to access online banking services for an extended period of time or where an underlying technology issue results in a customer not receiving a product or service on the terms and conditions they agreed to). This could potentially result in reputational damage, remediation costs and a regulator commencing an investigation and/or taking administrative or enforcement action against us. Further, in order to continue to deliver new products and services to customers, comply with our regulatory obligations and meet the ongoing expectations of our regulators, we need to regularly renew and enhance our technology. We are constantly managing technology projects including projects to consolidate technology platforms, simplify and enhance our technology and operations environment, improve productivity and provide for a better customer experience. Failure to implement these projects or manage associated change effectively could result in cost overruns, unrealised productivity, operational instability or reputational damage. In turn, this could place us at a competitive disadvantage and adversely affect our financial performance. Adverse credit and capital market conditions or depositor preferences may significantly affect our ability to meet funding and liquidity needs and may increase our cost of funding We rely on deposits, and credit and capital markets, to fund our business and as a source of liquidity. Our liquidity and costs of obtaining funding are related to credit and capital market conditions. Global credit and capital markets can experience periods of extreme volatility, disruption and decreased liquidity as was demonstrated during the Global Financial Crisis. While there have now been extended periods of stability in these markets, the environment remains unpredictable. The main risks we face are damage to market confidence, changes to the access and cost of funding and a slowing in global activity or other impacts on entities with whom we do business. Capital markets may also be affected by proposed changes to US repatriation tax rules. As of 30 September 2018, approximately 29% of our total funding originated from domestic and international wholesale markets. Of this, around 66% was sourced outside Australia and New Zealand. Customer deposits provide around 63% of total funding. Customer deposits held by Westpac are comprised of both term deposits which can be withdrawn after a certain period of time and at call deposits which can be withdrawn at any time. A shift in investment preferences could result in deposit withdrawals by customers which could increase our need for funding from other, potentially less stable, or more expensive, forms of funding. If market conditions deteriorate due to economic, financial, political or other reasons, there may also be a loss of confidence in bank deposits and we could experience unexpected deposit withdrawals. In this situation our funding costs may be adversely affected and our liquidity and our funding and lending activities may be constrained. If our current sources of funding prove to be insufficient, we may be forced to seek alternative financing. The availability of such alternative financing, and the terms on which it may be available, will depend on a variety of factors, including prevailing market conditions, the availability of credit, our credit ratings and credit market capacity. Even if available, these alternatives may be more expensive or on unfavourable terms, which could adversely affect our financial performance, liquidity, capital resources or financial condition. There is no assurance that we will be able to obtain adequate funding, do so at acceptable prices, or that we will be able to recover any additional costs. 112 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 113 Risk and risk management Risk and risk management If Westpac is unable to source appropriate funding, we may also be forced to reduce our lending or begin selling liquid securities. Such actions may adversely impact our business, prospects, liquidity, capital resources, financial performance or financial condition. Declining asset prices could also impact customers and counterparties and the value of security (including residential and commercial property) we hold against loans and derivatives. This may impact our ability to recover amounts owing to us if customers or counterparties were to default. It may also affect our level of provisioning which in turn impacts our profitability Westpac enters into collateralised derivative obligations, which may require Westpac to post additional collateral based on movements in market rates, which has the potential to adversely affect Westpac's liquidity or ability to use derivative obligations to hedge its interest rate, currency and other financial instrument risks. For a more detailed description of liquidity risk, refer to 'Funding and liquidity risk' in Note 22 to the financial statements'. Sovereign risk may destabilise financial markets adversely Sovereign risk is the risk that governments will default on their debt obligations, will be unable to refinance their debts as they fall due or will nationalise parts of their economy including assets of financial institutions such as Westpac. Sovereign defaults could negatively impact the value of our holdings of high quality liquid assets. There may also be a cascading effect to other markets and countries, the consequences of which, while difficult to predict, may be similar to or worse than those experienced during the Global Financial Crisis. Such an event could destabilise global financial markets, adversely affecting our liquidity, financial performance or financial condition. Failure to maintain credit ratings could adversely affect our cost of funds, liquidity, competitive position and access to capital markets Credit ratings are independent opinions on our creditworthiness. Our credit ratings can affect the cost and availability of our funding from capital markets and other funding sources and they may be important to customers or counterparties when evaluating our products and services. Therefore, maintaining high credit ratings is important. The credit ratings assigned to us by rating agencies are based on an evaluation of a number of factors, including our financial strength, the quality of our governance, structural considerations regarding the Australian financial system and the credit rating of the Australian Government. A credit rating downgrade could be driven by a downgrade of the Australian Government, the occurrence of one or more of the other risks identified in this section or by other events including changes to the methodologies used by the rating agencies to determine ratings. A downgrade or series of downgrades to our credit ratings could have an adverse effect on our cost of funds and related margins, collateral requirements, liquidity, competitive position and our access to capital markets. The extent and nature of these impacts would depend on various factors, including the extent of any ratings change, whether our ratings differ among agencies (split ratings) and whether any ratings changes also impact our competitors or the sector. A systemic shock in relation to the Australian, New Zealand or other financial systems could have adverse consequences for Westpac or its customers or counterparties that would be difficult to predict and respond to There is a risk that a major systemic shock could occur that causes an adverse impact on the Australian, New Zealand or other financial systems. As outlined above, during the past decade the financial services industry and capital markets have been, and may continue to be, adversely affected by market volatility, global economic conditions, geopolitical instability (such as threats of or actual conflict occurring around the world) and political developments. In particular, there have been significant global political developments in recent times, including Brexit and the introduction of tariffs and other protectionist measures by various countries, such as the US and China. A shock to one of the major global economies could again result in currency and interest rate fluctuations and operational disruptions that negatively impact the Group. Any such market and economic disruptions could adversely affect financial institutions such as Westpac because consumer and business spending may decrease, unemployment may rise and demand for the products and services we provide may decline, thereby reducing our earnings. These conditions may also affect the ability of our borrowers to repay their loans or our counterparties to meet their obligations, causing us to incur higher credit losses and affect investors' willingness to invest in the Group. These events could also result in the undermining of confidence in the financial system, reducing liquidity, impairing our access to funding and impairing our customers and counterparties and their businesses. If this were to occur, our business, prospects, financial performance or financial condition could be adversely affected. The nature and consequences of any such event are difficult to predict and there can be no certainty that we could respond effectively to any such event. Declines in asset markets could adversely affect our operations or profitability Declines in Australian, New Zealand or other asset markets, including equity, residential and commercial property and other asset markets, could adversely affect our operations and profitability. Declining asset prices also impact our wealth management business. Earnings in our wealth management business are, in part, dependent on asset values because we typically receive fees based on the value of securities and/or assets held or managed. A decline in asset prices could negatively impact the earnings of this business. and financial condition. Our business is substantially dependent on the Australian and New Zealand economies Our revenues and earnings are dependent on economic activity and the level of financial services our customers require. In particular, lending is dependent on various factors including economic growth, business investment, business and consumer sentiment, levels of employment, interest rates, asset prices and trade flows in the countries in which we operate. We conduct the majority of our business in Australia and New Zealand and, consequently, our performance is influenced by the level and cyclical nature of lending in these countries. These factors are in turn impacted by both domestic and international economic conditions, natural disasters and political events. A significant decrease in Australian and New Zealand housing valuations could adversely impact our home lending activities because borrowers with loans in excess of their property value show a higher propensity to default. In the event of defaults our security may be eroded, causing us to incur higher credit losses. The demand for our home lending products may also decline due to adverse changes in tax legislation (such as changes to tax rates, concessions or deductions), regulatory requirements or other buyer concerns about decreases in values. Adverse changes to economic and business conditions in Australia and New Zealand and other countries such as China, India and Japan, could also adversely affect the Australian economy and our customers. In particular, due to the current economic relationship between Australia and China, particularly in the mining and resources sectors, a slowdown in China's economic growth, including as the result of the implementation of tariffs or other protectionist trade measures, could negatively impact the Australian economy. Changes in commodity prices, Chinese government policies and broader economic conditions could, in turn, result in reduced demand for our products and services and affect the ability of our borrowers to repay their loans. If this were to occur, it could negatively impact our business, prospects, financial performance or financial condition. An increase in defaults in credit exposures could adversely affect our liquidity, capital resources, financial performance or financial condition Credit risk is the risk of financial loss where a customer or counterparty fails to meet their financial obligations to Westpac. It is a significant risk and arises primarily from our lending activities. We establish provisions for credit impairment based on current information. If economic conditions deteriorate, some customers and/or counterparties could experience higher levels of financial stress and we may experience a significant increase in defaults and write-offs, and be required to increase our provisioning. Such events would diminish available capital and could adversely affect our liquidity, capital resources, financial performance or financial condition. Credit risk also arises from certain derivative, clearing and settlement contracts we enter into, and from our dealings with, and holdings of, debt securities issued by other banks, financial institutions, companies, clearing houses, governments and government bodies, the financial conditions of which may be affected to varying degrees by economic conditions in global financial markets. For a discussion of our risk management procedures, including the management of credit risk, refer to the 'Risk management' section and Note 22 to the financial statements. We face intense competition in all aspects of our business The financial services industry is highly competitive. We compete, both domestically and internationally, with retail and commercial banks, asset managers, investment banking firms, brokerage firms, other financial service firms and businesses in other industries with emerging financial services aspirations. This includes specialist competitors that may not be subject to the same capital and regulatory requirements and therefore may be able to operate more efficiently. Digital technologies are changing consumer behaviour and the competitive environment. The use of digital channels by customers to conduct their banking continues to rise and emerging competitors are increasingly utilising new technologies and seeking to disrupt existing business models, including in relation to digital payment services. The Group faces competition from established providers of financial services as well as from banking businesses developed by non-financial services companies. The competitive environment may also change as a result of legislative reforms. For example, the introduction of the Open Banking regime, which will require banks to provide customers data to accredited third parties (at the direction of the customer), is likely to alter the competitive landscape. If we are unable to compete effectively in our various businesses and markets, our market share may decline. Increased competition may also adversely affect us by diverting business to our competitors or creating pressure to lower margins and fees. Increased competition for deposits could also increase our cost of funding and lead us to seek access to other types of funding or reduce lending. We rely on bank deposits to fund a significant portion of our balance sheet and deposits have been a relatively stable source of funding. We compete with banks and other financial services firms for such deposits. To the extent that we are not able to successfully compete for deposits, we would be forced to rely more heavily on other, potentially less stable or more expensive forms of funding, or reduce lending. 114 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 115 Risk and risk management If Westpac is unable to source appropriate funding, we may also be forced to reduce our lending or begin selling liquid securities. Such actions may adversely impact our business, prospects, liquidity, capital resources, financial performance or financial condition. Westpac enters into collateralised derivative obligations, which may require Westpac to post additional collateral based on movements in market rates, which has the potential to adversely affect Westpac's liquidity or ability to use derivative obligations to hedge its interest rate, currency and other financial instrument risks. For a more detailed description of liquidity risk, refer to 'Funding and liquidity risk' in Note 22 to the financial statements'. Sovereign risk may destabilise financial markets adversely Sovereign risk is the risk that governments will default on their debt obligations, will be unable to refinance their debts as they fall due or will nationalise parts of their economy including assets of financial institutions such as Westpac. Sovereign defaults could negatively impact the value of our holdings of high quality liquid assets. There may also be a cascading effect to other markets and countries, the consequences of which, while difficult to predict, may be similar to or worse than those experienced during the Global Financial Crisis. Such an event could destabilise global financial markets, adversely affecting our liquidity, financial performance or financial condition. Failure to maintain credit ratings could adversely affect our cost of funds, liquidity, competitive position and access to capital markets Credit ratings are independent opinions on our creditworthiness. Our credit ratings can affect the cost and availability of our funding from capital markets and other funding sources and they may be important to customers or counterparties when evaluating our products and services. Therefore, maintaining high credit ratings is important. The credit ratings assigned to us by rating agencies are based on an evaluation of a number of factors, including our financial strength, the quality of our governance, structural considerations regarding the Australian financial system and the credit rating of the Australian Government. A credit rating downgrade could be driven by a downgrade of the Australian Government, the occurrence of one or more of the other risks identified in this section or by other events including changes to the methodologies used by the rating agencies to determine ratings. A downgrade or series of downgrades to our credit ratings could have an adverse effect on our cost of funds and related margins, collateral requirements, liquidity, competitive position and our access to capital markets. The extent and nature of these impacts would depend on various factors, including the extent of any ratings change, whether our ratings differ among agencies (split ratings) and whether any ratings changes also impact our competitors or the sector. A systemic shock in relation to the Australian, New Zealand or other financial systems could have adverse consequences for Westpac or its customers or counterparties that would be difficult to predict and respond to There is a risk that a major systemic shock could occur that causes an adverse impact on the Australian, New Zealand or other financial systems. As outlined above, during the past decade the financial services industry and capital markets have been, and may continue to be, adversely affected by market volatility, global economic conditions, geopolitical instability (such as threats of or actual conflict occurring around the world) and political developments. In particular, there have been significant global political developments in recent times, including Brexit and the introduction of tariffs and other protectionist measures by various countries, such as the US and China. A shock to one of the major global economies could again result in currency and interest rate fluctuations and operational disruptions that negatively impact the Group. Any such market and economic disruptions could adversely affect financial institutions such as Westpac because consumer and business spending may decrease, unemployment may rise and demand for the products and services we provide may decline, thereby reducing our earnings. These conditions may also affect the ability of our borrowers to repay their loans or our counterparties to meet their obligations, causing us to incur higher credit losses and affect investors' willingness to invest in the Group. These events could also result in the undermining of confidence in the financial system, reducing liquidity, impairing our access to funding and impairing our customers and counterparties and their businesses. If this were to occur, our business, prospects, financial performance or financial condition could be adversely affected. The nature and consequences of any such event are difficult to predict and there can be no certainty that we could respond effectively to any such event. Declines in asset markets could adversely affect our operations or profitability Declines in Australian, New Zealand or other asset markets, including equity, residential and commercial property and other asset markets, could adversely affect our operations and profitability. Declining asset prices also impact our wealth management business. Earnings in our wealth management business are, in part, dependent on asset values because we typically receive fees based on the value of securities and/or assets held or managed. A decline in asset prices could negatively impact the earnings of this business. Risk and risk management Declining asset prices could also impact customers and counterparties and the value of security (including residential and commercial property) we hold against loans and derivatives. This may impact our ability to recover amounts owing to us if customers or counterparties were to default. It may also affect our level of provisioning which in turn impacts our profitability and financial condition. Our business is substantially dependent on the Australian and New Zealand economies Our revenues and earnings are dependent on economic activity and the level of financial services our customers require. In particular, lending is dependent on various factors including economic growth, business investment, business and consumer sentiment, levels of employment, interest rates, asset prices and trade flows in the countries in which we operate. We conduct the majority of our business in Australia and New Zealand and, consequently, our performance is influenced by the level and cyclical nature of lending in these countries. These factors are in turn impacted by both domestic and international economic conditions, natural disasters and political events. A significant decrease in Australian and New Zealand housing valuations could adversely impact our home lending activities because borrowers with loans in excess of their property value show a higher propensity to default. In the event of defaults our security may be eroded, causing us to incur higher credit losses. The demand for our home lending products may also decline due to adverse changes in tax legislation (such as changes to tax rates, concessions or deductions), regulatory requirements or other buyer concerns about decreases in values. 2 Adverse changes to economic and business conditions in Australia and New Zealand and other countries such as China, India and Japan, could also adversely affect the Australian economy and our customers. In particular, due to the current economic relationship between Australia and China, particularly in the mining and resources sectors, a slowdown in China's economic growth, including as the result of the implementation of tariffs or other protectionist trade measures, could negatively impact the Australian economy. Changes in commodity prices, Chinese government policies and broader economic conditions could, in turn, result in reduced demand for our products and services and affect the ability of our borrowers to repay their loans. If this were to occur, it could negatively impact our business, prospects, financial performance or financial condition. An increase in defaults in credit exposures could adversely affect our liquidity, capital resources, financial performance or financial condition Credit risk is the risk of financial loss where a customer or counterparty fails to meet their financial obligations to Westpac. It is a significant risk and arises primarily from our lending activities. We establish provisions for credit impairment based on current information. If economic conditions deteriorate, some customers and/or counterparties could experience higher levels of financial stress and we may experience a significant increase in defaults and write-offs, and be required to increase our provisioning. Such events would diminish available capital and could adversely affect our liquidity, capital resources, financial performance or financial condition. Credit risk also arises from certain derivative, clearing and settlement contracts we enter into, and from our dealings with, and holdings of, debt securities issued by other banks, financial institutions, companies, clearing houses, governments and government bodies, the financial conditions of which may be affected to varying degrees by economic conditions in global financial markets. For a discussion of our risk management procedures, including the management of credit risk, refer to the 'Risk management' section and Note 22 to the financial statements. We face intense competition in all aspects of our business The financial services industry is highly competitive. We compete, both domestically and internationally, with retail and commercial banks, asset managers, investment banking firms, brokerage firms, other financial service firms and businesses in other industries with emerging financial services aspirations. This includes specialist competitors that may not be subject to the same capital and regulatory requirements and therefore may be able to operate more efficiently. Digital technologies are changing consumer behaviour and the competitive environment. The use of digital channels by customers to conduct their banking continues to rise and emerging competitors are increasingly utilising new technologies and seeking to disrupt existing business models, including in relation to digital payment services. The Group faces competition from established providers of financial services as well as from banking businesses developed by non-financial services companies. The competitive environment may also change as a result of legislative reforms. For example, the introduction of the Open Banking regime, which will require banks to provide customers data to accredited third parties (at the direction of the customer), is likely to alter the competitive landscape. If we are unable to compete effectively in our various businesses and markets, our market share may decline. Increased competition may also adversely affect us by diverting business to our competitors or creating pressure to lower margins and fees. Increased competition for deposits could also increase our cost of funding and lead us to seek access to other types of funding or reduce lending. We rely on bank deposits to fund a significant portion of our balance sheet and deposits have been a relatively stable source of funding. We compete with banks and other financial services firms for such deposits. To the extent that we are not able to successfully compete for deposits, we would be forced to rely more heavily on other, potentially less stable or more expensive forms of funding, or reduce lending. 114 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 115 Risk and risk management We are also dependent on our ability to offer products and services that match evolving customer preferences. If we are not successful in developing or introducing new products and services or responding or adapting to changes in customer preferences and habits, we may lose customers to our competitors. This could adversely affect our business, prospects, financial performance or financial condition. For more detail on how we address competitive pressures refer to 'Competition' in Section 1. We could suffer losses due to market volatility We are exposed to market risk as a consequence of our trading activities in financial markets, our defined benefit plan and through the asset and liability management of our financial position. This is the risk of an adverse impact on earnings resulting from changes in market factors, such as foreign exchange rates, commodity prices, equity prices, and interest rates including the potential for negative interest rates. This includes interest rate risk in the banking book, such as the risk to interest income from a mismatch between the duration of assets and liabilities that arises in the normal course of business activities. Changes in market factors could be driven by a number of developments. As an example, in July 2017, the FCA, which regulates the London Interbank Offered Rate ("LIBOR"), announced that it would not require panel banks to continue to submit rates for the calculation of the LIBOR benchmark after 2021. Accordingly, the continuation of LIBOR in its current form will not be guaranteed after 2021, and it appears likely that LIBOR will be discontinued or modified by 2021. Any such developments or future changes in the administration of LIBOR or any other benchmarks could result in adverse consequences to the return on, value of and market for, securities and other instruments whose returns are linked to any such benchmark, including those securities or other instruments issued by the Group. If we were to suffer substantial losses due to any market volatility (including changes in the return on, value of or market for, securities or other instruments) it may adversely affect our business, prospects, liquidity, capital resources, financial performance or financial condition. For a discussion of our risk management procedures, including the management of market risk, refer to the 'Risk management' section. We could suffer losses due to operational risks Operational risk is the risk of loss resulting from inadequate or failed internal processes, people and systems or from external events. It also includes, among other things, reputational risk, technology risk, model risk and outsourcing risk, as well as the risk of business disruption due to external events such as natural disasters, environmental hazard, damage to critical utilities, and targeted activism and protest activity. While we have policies, processes and controls in place to manage these risks, these may not always be effective. If a process or control is ineffective, it could result in an adverse outcome for Westpac's customers. For example, a process breakdown could result in a customer not receiving a product on the terms and conditions, or at the pricing, they agreed to. In addition, inadequate record keeping may prevent Westpac from demonstrating that a past decision was appropriate at the time it was made or that a particular action or activity was undertaken. If this was to occur, Westpac may incur significant costs in paying refunds and compensation to customers, as well as remediating any underlying process breakdown. These types of failure may also result in increased regulatory scrutiny, with a regulator potentially commencing an investigation and/or taking other enforcement, administrative or supervisory action. We could incur losses from fraudulent applications for loans or from incorrect or fraudulent payments and settlements, particularly real-time payments. Fraudulent conduct can also emerge from external parties seeking to access the bank's systems and customers' accounts. If systems, procedures and protocols for managing fraud fail, or are ineffective, they could lead to losses which could adversely affect our business, prospects, reputation, financial performance or financial condition. Accurate and complete data is critical to ensuring that Westpac's systems (both customer facing and back-office), risk management frameworks, and financial reporting processes operate effectively. Poor data quality could arise in a number of ways, including through inadequacies in systems, processes and policies, which could lead to deficiencies or failings in customer service, risk management, financial reporting (including in the calculation of risk weighted assets) and result in poor decision making. In addition, Westpac is exposed to model risk, being the risk of loss arising from errors or inadequacies in data or a model, or in the control and use of a model. Westpac is required to retain and access data and documentation for specific retention periods in order to satisfy its compliance obligations. In some cases, Westpac also retains data to enable it to demonstrate that a past decision was appropriate at the time it was made. Failings in systems, processes and policies could all adversely affect Westpac's ability to retain and access data. In recent times, financial services entities have been increasingly sharing data with third parties, such as suppliers and regulators (both domestic and offshore), in order to conduct their business activities and meet regulatory obligations. A breakdown in a process or control related to the transfer, storage or protection of data transferred to a third party, or the failure of a third party to use and handle this data correctly, could result in the Group failing to meet a compliance obligation and/or have an adverse impact on our customers and the Group. Risk and risk management Westpac also relies on a number of suppliers, both in Australia and overseas, to provide services to it and its customers. Failure by these suppliers to deliver services as required could disrupt services and adversely impact Westpac's operations, profitability or reputation. Operational risks can directly impact our reputation and result in financial losses (including through decreased demand for our products and services) which would adversely affect our financial performance or financial condition. For a discussion of our risk management procedures, including the management of operational risk, refer to the 'Risk management' section. customer remediation activity Operational risk, technology risk, conduct risk or compliance risk events could require Westpac to undertake As Westpac relies on a large number of policies, processes, procedures, systems and people to conduct its business, a breakdown or deficiency in one of these areas (which could arise from one or more operational risk, technology risk, conduct risk or compliance risk events) could result in an adverse outcome for customers which Westpac would need to remediate. For example, a breakdown in a process may result in a customer not receiving all of the benefits they were entitled to receive in connection with a 'packaged account' product, or the poor conduct of a staff member in failing to properly follow internal policy could result in a customer not receiving the products or services that we had agreed to provide or receiving products or services that are not suitable for their needs. These events could require the Group to incur significant remediation costs (which may include compensation payments to customers and costs associated with correcting the underlying issue) and could result in reputational damage. There are also significant challenges and risks involved in executing a customer remediation activity. For example, depending on the nature of the issue, particularly legacy issues spanning beyond our record retention period, it may be difficult to quantify and scope the remediation activity, Determining how to properly and fairly compensate customers can also be a complicated exercise involving numerous stakeholders, such as regulators and industry bodies. In some instances, these stakeholders may have the power to require that a particular approach to remediation is taken, for example the Australian Financial Complaints Authority can monitor remedial action until a resolution has been achieved which is acceptable to them. These factors may impact the timeframe for completing the remediation activity with the potential for remediation costs actually incurred being higher than those initially estimated by the Group. If the Group cannot effectively scope, quantify or implement a remediation activity in a timely way, there could be a negative impact on our business, prospects, reputation, financial performance or financial condition. We could suffer losses due to litigation (including class action proceedings) The Group (and individual entities within the Group) may, from time to time, be involved in legal proceedings, regulatory actions or arbitration arising from the conduct of their business and the performance of their legal and regulatory obligations. Proceedings could be commenced against the Group by a range of potential plaintiffs, such as our customers, shareholders, suppliers and counterparties. These plaintiffs may commence proceedings individually or they may commence class action proceedings. In recent years, there has been an increase in the number of class action proceedings brought against financial services companies (and other organisations more broadly), many of which have resulted in significant monetary settlements. The risk of class action proceedings being commenced is heightened by findings from regulatory investigations or inquiries (such as the Royal Commission into Misconduct in the Financial Services Industry), adverse media, an adverse judgment or the settlement of proceedings brought by a regulator. Furthermore, there is a risk that class action proceedings commenced against a competitor could lead to similar class action proceedings being commenced against the Group. In recent months, class actions have been commenced against financial services providers in relation to matters such as the sale of Consumer Credit Insurance and the investment decisions of Superannuation Fund trustees. The growth in third party litigation funding in Australia has also contributed to a recent increase in the number of class actions being commenced in Australia. From time to time, class action proceedings are commenced against the Group. For example:  In August 2016, a class action was filed in the United States District Court for the Southern District of New York against Westpac and a large number of other Australian and international banks alleging misconduct in relation to the bank bill swap reference rate. These proceedings are at an early stage and the level of damages sought has not been specified. Westpac is defending these proceedings.  On 12 October 2017 a class action against Westpac and Westpac Life Insurance Services Limited (WLIS) was filed in the Federal Court of Australia. The class action was filed on behalf of customers who, since October 2011, obtained insurance issued by WLIS on the recommendation of certain financial advisers employed within the Westpac Group. The plaintiffs have alleged that aspects of the financial advice provided by those advisers breached fiduciary and statutory duties owed to the advisers' clients, including the duty to act in the best interests of the client, and that WLIS was knowingly involved in those alleged breaches. Westpac and WLIS are defending the proceedings. These proceedings are currently stayed by order of the court, pending the outcome of an appeal concerning a procedural issue unrelated to the substantive claims made in the class action. 116 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 117 Risk and risk management Risk and risk management We are also dependent on our ability to offer products and services that match evolving customer preferences. If we are not successful in developing or introducing new products and services or responding or adapting to changes in customer preferences and habits, we may lose customers to our competitors. This could adversely affect our business, prospects, Westpac also relies on a number of suppliers, both in Australia and overseas, to provide services to it and its customers. Failure by these suppliers to deliver services as required could disrupt services and adversely impact Westpac's operations, profitability or reputation. financial performance or financial condition. For more detail on how we address competitive pressures refer to 'Competition' in Section 1. We could suffer losses due to market volatility We are exposed to market risk as a consequence of our trading activities in financial markets, our defined benefit plan and through the asset and liability management of our financial position. This is the risk of an adverse impact on earnings resulting from changes in market factors, such as foreign exchange rates, commodity prices, equity prices, and interest rates including the potential for negative interest rates. This includes interest rate risk in the banking book, such as the risk to interest income from a mismatch between the duration of assets and liabilities that arises in the normal course of business activities. Changes in market factors could be driven by a number of developments. As an example, in July 2017, the FCA, which regulates the London Interbank Offered Rate ("LIBOR"), announced that it would not require panel banks to continue to submit rates for the calculation of the LIBOR benchmark after 2021. Accordingly, the continuation of LIBOR in its current form will not be guaranteed after 2021, and it appears likely that LIBOR will be discontinued or modified by 2021. Any such developments or future changes in the administration of LIBOR or any other benchmarks could result in adverse consequences to the return on, value of and market for, securities and other instruments whose returns are linked to any such benchmark, including those securities or other instruments issued by the Group. If we were to suffer substantial losses due to any market volatility (including changes in the return on, value of or market for, securities or other instruments) it may adversely affect our business, prospects, liquidity, capital resources, financial performance or financial condition. For a discussion of our risk management procedures, including the management of market risk, refer to the 'Risk management' section. We could suffer losses due to operational risks Operational risk is the risk of loss resulting from inadequate or failed internal processes, people and systems or from external events. It also includes, among other things, reputational risk, technology risk, model risk and outsourcing risk, as well as the risk of business disruption due to external events such as natural disasters, environmental hazard, damage to critical utilities, and targeted activism and protest activity. While we have policies, processes and controls in place to manage these risks, these may not always be effective. If a process or control is ineffective, it could result in an adverse outcome for Westpac's customers. For example, a process breakdown could result in a customer not receiving a product on the terms and conditions, or at the pricing, they agreed to. In addition, inadequate record keeping may prevent Westpac from demonstrating that a past decision was appropriate at the time it was made or that a particular action or activity was undertaken. If this was to occur, Westpac may incur significant costs in paying refunds and compensation to customers, as well as remediating any underlying process breakdown. These types of failure may also result in increased regulatory scrutiny, with a regulator potentially commencing an investigation and/or taking other enforcement, administrative or supervisory action. We could incur losses from fraudulent applications for loans or from incorrect or fraudulent payments and settlements, particularly real-time payments. Fraudulent conduct can also emerge from external parties seeking to access the bank's systems and customers' accounts. If systems, procedures and protocols for managing fraud fail, or are ineffective, they could lead to losses which could adversely affect our business, prospects, reputation, financial performance or financial condition. Accurate and complete data is critical to ensuring that Westpac's systems (both customer facing and back-office), risk management frameworks, and financial reporting processes operate effectively. Poor data quality could arise in a number of ways, including through inadequacies in systems, processes and policies, which could lead to deficiencies or failings in customer service, risk management, financial reporting (including in the calculation of risk weighted assets) and result in poor decision making. In addition, Westpac is exposed to model risk, being the risk of loss arising from errors or inadequacies in data or a model, or in the control and use of a model. Westpac is required to retain and access data and documentation for specific retention periods in order to satisfy its compliance obligations. In some cases, Westpac also retains data to enable it to demonstrate that a past decision was appropriate at the time it was made. Failings in systems, processes and policies could all adversely affect Westpac's ability to retain and access data. In recent times, financial services entities have been increasingly sharing data with third parties, such as suppliers and regulators (both domestic and offshore), in order to conduct their business activities and meet regulatory obligations. A breakdown in a process or control related to the transfer, storage or protection of data transferred to a third party, or the failure of a third party to use and handle this data correctly, could result in the Group failing to meet a compliance obligation and/or have an adverse impact on our customers and the Group. Operational risks can directly impact our reputation and result in financial losses (including through decreased demand for our products and services) which would adversely affect our financial performance or financial condition. For a discussion of our risk management procedures, including the management of operational risk, refer to the 'Risk management' section. Operational risk, technology risk, conduct risk or compliance risk events could require Westpac to undertake customer remediation activity As Westpac relies on a large number of policies, processes, procedures, systems and people to conduct its business, a breakdown or deficiency in one of these areas (which could arise from one or more operational risk, technology risk, conduct risk or compliance risk events) could result in an adverse outcome for customers which Westpac would need to remediate. For example, a breakdown in a process may result in a customer not receiving all of the benefits they were entitled to receive in connection with a 'packaged account' product, or the poor conduct of a staff member in failing to properly follow internal policy could result in a customer not receiving the products or services that we had agreed to provide or receiving products or services that are not suitable for their needs. 2 These events could require the Group to incur significant remediation costs (which may include compensation payments to customers and costs associated with correcting the underlying issue) and could result in reputational damage. There are also significant challenges and risks involved in executing a customer remediation activity. For example, depending on the nature of the issue, particularly legacy issues spanning beyond our record retention period, it may be difficult to quantify and scope the remediation activity, Determining how to properly and fairly compensate customers can also be a complicated exercise involving numerous stakeholders, such as regulators and industry bodies. In some instances, these stakeholders may have the power to require that a particular approach to remediation is taken, for example the Australian Financial Complaints Authority can monitor remedial action until a resolution has been achieved which is acceptable to them. These factors may impact the timeframe for completing the remediation activity with the potential for remediation costs actually incurred being higher than those initially estimated by the Group. If the Group cannot effectively scope, quantify or implement a remediation activity in a timely way, there could be a negative impact on our business, prospects, reputation, financial performance or financial condition. We could suffer losses due to litigation (including class action proceedings) The Group (and individual entities within the Group) may, from time to time, be involved in legal proceedings, regulatory actions or arbitration arising from the conduct of their business and the performance of their legal and regulatory obligations. Proceedings could be commenced against the Group by a range of potential plaintiffs, such as our customers, shareholders, suppliers and counterparties. These plaintiffs may commence proceedings individually or they may commence class action proceedings. In recent years, there has been an increase in the number of class action proceedings brought against financial services companies (and other organisations more broadly), many of which have resulted in significant monetary settlements. The risk of class action proceedings being commenced is heightened by findings from regulatory investigations or inquiries (such as the Royal Commission into Misconduct in the Financial Services Industry), adverse media, an adverse judgment or the settlement of proceedings brought by a regulator. Furthermore, there is a risk that class action proceedings commenced against a competitor could lead to similar class action proceedings being commenced against the Group. In recent months, class actions have been commenced against financial services providers in relation to matters such as the sale of Consumer Credit Insurance and the investment decisions of Superannuation Fund trustees. The growth in third party litigation funding in Australia has also contributed to a recent increase in the number of class actions being commenced in Australia. From time to time, class action proceedings are commenced against the Group. For example:  In August 2016, a class action was filed in the United States District Court for the Southern District of New York against Westpac and a large number of other Australian and international banks alleging misconduct in relation to the bank bill swap reference rate. These proceedings are at an early stage and the level of damages sought has not been specified. Westpac is defending these proceedings.  On 12 October 2017 a class action against Westpac and Westpac Life Insurance Services Limited (WLIS) was filed in the Federal Court of Australia. The class action was filed on behalf of customers who, since October 2011, obtained insurance issued by WLIS on the recommendation of certain financial advisers employed within the Westpac Group. The plaintiffs have alleged that aspects of the financial advice provided by those advisers breached fiduciary and statutory duties owed to the advisers' clients, including the duty to act in the best interests of the client, and that WLIS was knowingly involved in those alleged breaches. Westpac and WLIS are defending the proceedings. These proceedings are currently stayed by order of the court, pending the outcome of an appeal concerning a procedural issue unrelated to the substantive claims made in the class action. 116 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 117 Risk and risk management Litigation (including class action proceedings) may, either individually or in aggregate, adversely affect the Group's business, operations, prospects, reputation or financial condition. Such matters are subject to many uncertainties (for example, the outcome may not be able to be predicted accurately). Furthermore, the Group's ability to respond to and defend litigation may be adversely affected by inadequate record keeping. Depending on the outcome of any litigation,the Group may be required to comply with broad court orders, including enforcement orders or otherwise pay money such as damages, fines, penalties or legal costs. The Group's material contingent liabilities are described in Note 31 to the financial statements. There is a risk that these contingent liabilities may be larger than anticipated or that additional litigation or other contingent liabilities may arise. We could suffer losses due to conduct risk Conduct risk is the risk that our provision of services and products results in unsuitable or unfair outcomes for our stakeholders or undermines market integrity. Conduct risk could occur through the provision of products and services to our customers that do not meet their needs or do not support market integrity, as well as the poor conduct of our employees, contractors, agents, authorised representatives and external service providers. This could occur through a failure to meet professional obligations to specific clients (including fiduciary and suitability requirements), poor product design and implementation, failure to adequately consider customer needs or selling products and services outside of customer target markets. Conduct Risk may also arise where there has been a failure to adequately provide a product or services that we had agreed to provide a customer. As an example, Westpac has undertaken a review of financial advice provided by salaried planners and identified numerous instances where customers were paying ongoing advice fees but the advice services were not provided or we were unable to sufficiently verify that the advice services were provided. Westpac has also commenced a review of ongoing advice services provided by planners operating in aligned dealer groups which may result in the discovery of additional misconduct. More detail on this review of ongoing advice services provided by planners operating in aligned dealer groups is set out in Note 31 to the financial statements. While we have frameworks, policies, processes and controls that are designed to manage poor conduct outcomes, these policies and processes may not always be effective. The failure of these policies and processes could result in financial losses and reputational damage and this could adversely affect our business, prospects, financial performance or financial condition. We could suffer losses due to failures in governance or risk management strategies We have implemented risk management strategies, frameworks and internal controls involving processes and procedures intended to identify, monitor and manage risks including liquidity risk, credit risk, equity risk, market risk (such as interest rate and foreign exchange risk), compliance risk, conduct risk, insurance risk, sustainability risk, related entity (contagion) risk and operational risk, all of which may impact the Group's reputation. However, there are inherent limitations with any risk management framework as there may exist, or emerge in the future, risks that we have not anticipated or identified and controls may not be effective. The Group is also required to periodically review its risk management framework to determine whether it remains appropriate having regard to the nature, size and complexity of our business. If it is determined that a risk framework, process or system is no longer appropriate, the Group may be required to undertake considerable work to remedy this. The failure to do so could result in increased scrutiny from regulators, the failure to meet a compliance obligation and/or financial losses. The effectiveness of risk management frameworks is also connected to the establishment and maintenance of a sound risk management culture. The development of appropriate remuneration structures can play an important role in supporting the establishment of, and contributing to the maintenance, of a sound risk culture. However, if there is a deficiency in the design or operation of our remuneration structures, this could have a negative effect on our risk culture. This could occur in circumstances where variable reward structures encourage excessive risk taking or other conduct inconsistent with a sound risk culture. This, in turn, may have an adverse impact on the effectiveness of our risk management frameworks. Following APRA's request to major financial institutions to undertake a written self-assessment having regard to the findings in the Commonwealth Bank of Australia Prudential Inquiry Final Report, Westpac is currently undertaking a Culture, Governance and Accountability Self-Assessment. The Self-Assessment will consider key themes such as remuneration, accountability and culture (as it pertains to risk and compliance). APRA requires a Board endorsed written assessment to be submitted by 30 November. Further details about the Culture, Governance and Accountability assessment are found in 'Significant Developments' in Section 1. If any of our governance or risk management processes and procedures prove ineffective or inadequate or are otherwise not appropriately implemented, we could suffer unexpected losses and reputational damage which could adversely affect our business, prospects, financial performance or financial condition. For a discussion of our risk management procedures, refer to the 'Risk management' section. Risk and risk management The Group's failure to recruit and retain key executives, employees and Directors may have adverse effects on our business Key executives, employees and Directors play an integral role in the operation of Westpac's business and its pursuit of its strategic objectives. The unexpected departure of an individual in a key role, or the Group's failure to recruit and retain appropriately skilled and qualified persons into these roles, could each have an adverse effect on our business, prospects, reputation, financial performance or financial condition. Climate change may have adverse effects on our business We, our customers and external suppliers, may be adversely affected by the physical risks of climate change, including increases in temperatures, sea levels, and the frequency and severity of adverse climatic events including fires, storms, floods and droughts. These effects, whether acute or chronic in nature, may directly impact us and our customers through reputational damage, environmental factors, insurance risk and business disruption and may have an adverse impact on financial performance (including through an increase in defaults in credit exposures). Initiatives to mitigate or respond to adverse impacts of climate change may in turn impact market and asset prices, economic activity, and customer behaviour, particularly in geographic locations and industry sectors adversely affected by these changes. Failure to effectively manage these transition risks could adversely affect our business, prospects, reputation, financial performance or financial condition. We could suffer losses due to environmental factors We and our customers operate businesses and hold assets in a diverse range of geographic locations. Any significant environmental change or external event (including fire, storm, flood, earthquake, pandemic, civil unrest or terrorism) in any of these locations has the potential to disrupt business activities, impact on our operations, damage property and otherwise affect the value of assets held in the affected locations and our ability to recover amounts owing to us. In addition, such an event could have an adverse impact on economic activity, consumer and investor confidence, or the levels of volatility in financial markets, all of which could adversely affect our business, prospects, financial performance or financial condition. We could suffer losses due to insurance risk We have exposure to insurance risk in our life insurance, general insurance and lenders mortgage insurance businesses, which may adversely affect our business, operations or financial condition. Insurance risk is the risk in our licensed regulated insurance entities of the costs of claims being greater than expected due to a failure in product design, underwriting, reinsurance arrangements or an increase in the severity and/or frequency of insured events. In the life insurance business, risk arises primarily through mortality (death) and morbidity (illness and injury) risks, the costs of claims relating to those risks being greater than was anticipated when pricing those risks and policy lapses. In the general insurance business, insurance risk arises mainly through environmental factors (including storms, floods and bushfires) and other calamities, such as earthquakes, tsunamis and volcanic activity, as well as general variability in home and contents insurance claim amounts. The frequency and severity of external events such as natural disasters is difficult to predict and it is possible that the amounts we reserve for potential losses from existing events, such as those arising from natural disaster events, may not be adequate to cover actual claims that may arise. In the lenders mortgage insurance business, insurance risk arises primarily from unexpected downturns in economic conditions leading to higher levels of mortgage defaults from unemployment or other economic factors. If our reinsurance arrangements are ineffective, this could lead to greater risk, and more losses than anticipated. There is also a risk that we will not be able to renew an expiring reinsurance arrangement on similar terms, including in relation to the cost, duration and amount of reinsurance cover provided under that arrangement. Changes in critical accounting estimates and judgements could expose the Group to losses The Group is required to make estimates, assumptions and judgements when applying accounting policies and preparing its financial statements, particularly in connection with the calculation of provisions (including those related to credit losses) and the determination of the fair value of financial instruments. A change in a critical accounting estimate, assumption and/or judgement resulting from new information or from changes in circumstances or experience could result in the Group incurring losses greater than those anticipated or provided for. This may have an adverse effect on the Group's financial performance, financial condition and reputation. The Group's financial performance and financial condition may also be impacted by changes to accounting standards or to generally accepted accounting principles. 118 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 119 Risk and risk management Litigation (including class action proceedings) may, either individually or in aggregate, adversely affect the Group's business, operations, prospects, reputation or financial condition. Such matters are subject to many uncertainties (for example, the outcome may not be able to be predicted accurately). Furthermore, the Group's ability to respond to and defend litigation may be adversely affected by inadequate record keeping. Depending on the outcome of any litigation,the Group may be required to comply with broad court orders, including enforcement orders or otherwise pay money such as damages, fines, penalties or legal costs. The Group's material contingent liabilities are described in Note 31 to the financial statements. There is a risk that these contingent liabilities may be larger than anticipated or that additional litigation or other contingent liabilities may arise. We could suffer losses due to conduct risk Conduct risk is the risk that our provision of services and products results in unsuitable or unfair outcomes for our stakeholders or undermines market integrity. Conduct risk could occur through the provision of products and services to our customers that do not meet their needs or do not support market integrity, as well as the poor conduct of our employees, contractors, agents, authorised representatives and external service providers. This could occur through a failure to meet professional obligations to specific clients (including fiduciary and suitability requirements), poor product design and implementation, failure to adequately consider customer needs or selling products and services outside of customer target markets. Conduct Risk may also arise where there has been a failure to adequately provide a product or services that we had agreed to provide a customer. As an example, Westpac has undertaken a review of financial advice provided by salaried planners and identified numerous instances where customers were paying ongoing advice fees but the advice services were not provided or we were unable to sufficiently verify that the advice services were provided. Westpac has also commenced a review of ongoing advice services provided by planners operating in aligned dealer groups which may result in the discovery of additional misconduct. More detail on this review of ongoing advice services provided by planners operating in aligned dealer groups is set out in Note 31 to the financial statements. While we have frameworks, policies, processes and controls that are designed to manage poor conduct outcomes, these policies and processes may not always be effective. The failure of these policies and processes could result in financial losses and reputational damage and this could adversely affect our business, prospects, financial performance or financial condition. We could suffer losses due to failures in governance or risk management strategies We have implemented risk management strategies, frameworks and internal controls involving processes and procedures intended to identify, monitor and manage risks including liquidity risk, credit risk, equity risk, market risk (such as interest rate and foreign exchange risk), compliance risk, conduct risk, insurance risk, sustainability risk, related entity (contagion) risk and operational risk, all of which may impact the Group's reputation. However, there are inherent limitations with any risk management framework as there may exist, or emerge in the future, risks that we have not anticipated or identified and controls may not be effective. The Group is also required to periodically review its risk management framework to determine whether it remains appropriate having regard to the nature, size and complexity of our business. If it is determined that a risk framework, process or system is no longer appropriate, the Group may be required to undertake considerable work to remedy this. The failure to do so could result in increased scrutiny from regulators, the failure to meet a compliance obligation and/or financial losses. The effectiveness of risk management frameworks is also connected to the establishment and maintenance of a sound risk management culture. The development of appropriate remuneration structures can play an important role in supporting the establishment of, and contributing to the maintenance, of a sound risk culture. However, if there is a deficiency in the design or operation of our remuneration structures, this could have a negative effect on our risk culture. This could occur in circumstances where variable reward structures encourage excessive risk taking or other conduct inconsistent with a sound risk culture. This, in turn, may have an adverse impact on the effectiveness of our risk management frameworks. Following APRA's request to major financial institutions to undertake a written self-assessment having regard to the findings in the Commonwealth Bank of Australia Prudential Inquiry Final Report, Westpac is currently undertaking a Culture, Governance and Accountability Self-Assessment. The Self-Assessment will consider key themes such as remuneration, accountability and culture (as it pertains to risk and compliance). APRA requires a Board endorsed written assessment to be submitted by 30 November. Further details about the Culture, Governance and Accountability assessment are found in 'Significant Developments' in Section 1. If any of our governance or risk management processes and procedures prove ineffective or inadequate or are otherwise not appropriately implemented, we could suffer unexpected losses and reputational damage which could adversely affect our business, prospects, financial performance or financial condition. For a discussion of our risk management procedures, refer to the 'Risk management' section. Risk and risk management The Group's failure to recruit and retain key executives, employees and Directors may have adverse effects on our business Key executives, employees and Directors play an integral role in the operation of Westpac's business and its pursuit of its strategic objectives. The unexpected departure of an individual in a key role, or the Group's failure to recruit and retain appropriately skilled and qualified persons into these roles, could each have an adverse effect on our business, prospects, reputation, financial performance or financial condition. Climate change may have adverse effects on our business We, our customers and external suppliers, may be adversely affected by the physical risks of climate change, including increases in temperatures, sea levels, and the frequency and severity of adverse climatic events including fires, storms, floods and droughts. These effects, whether acute or chronic in nature, may directly impact us and our customers through reputational damage, environmental factors, insurance risk and business disruption and may have an adverse impact on financial performance (including through an increase in defaults in credit exposures). Initiatives to mitigate or respond to adverse impacts of climate change may in turn impact market and asset prices, economic activity, and customer behaviour, particularly in geographic locations and industry sectors adversely affected by these changes. Failure to effectively manage these transition risks could adversely affect our business, prospects, reputation, financial performance or financial condition. 2 We could suffer losses due to environmental factors We and our customers operate businesses and hold assets in a diverse range of geographic locations. Any significant environmental change or external event (including fire, storm, flood, earthquake, pandemic, civil unrest or terrorism) in any of these locations has the potential to disrupt business activities, impact on our operations, damage property and otherwise affect the value of assets held in the affected locations and our ability to recover amounts owing to us. In addition, such an event could have an adverse impact on economic activity, consumer and investor confidence, or the levels of volatility in financial markets, all of which could adversely affect our business, prospects, financial performance or financial condition. We could suffer losses due to insurance risk We have exposure to insurance risk in our life insurance, general insurance and lenders mortgage insurance businesses, which may adversely affect our business, operations or financial condition. Insurance risk is the risk in our licensed regulated insurance entities of the costs of claims being greater than expected due to a failure in product design, underwriting, reinsurance arrangements or an increase in the severity and/or frequency of insured events. In the life insurance business, risk arises primarily through mortality (death) and morbidity (illness and injury) risks, the costs of claims relating to those risks being greater than was anticipated when pricing those risks and policy lapses. In the general insurance business, insurance risk arises mainly through environmental factors (including storms, floods and bushfires) and other calamities, such as earthquakes, tsunamis and volcanic activity, as well as general variability in home and contents insurance claim amounts. The frequency and severity of external events such as natural disasters is difficult to predict and it is possible that the amounts we reserve for potential losses from existing events, such as those arising from natural disaster events, may not be adequate to cover actual claims that may arise. In the lenders mortgage insurance business, insurance risk arises primarily from unexpected downturns in economic conditions leading to higher levels of mortgage defaults from unemployment or other economic factors. If our reinsurance arrangements are ineffective, this could lead to greater risk, and more losses than anticipated. There is also a risk that we will not be able to renew an expiring reinsurance arrangement on similar terms, including in relation to the cost, duration and amount of reinsurance cover provided under that arrangement. Changes in critical accounting estimates and judgements could expose the Group to losses The Group is required to make estimates, assumptions and judgements when applying accounting policies and preparing its financial statements, particularly in connection with the calculation of provisions (including those related to credit losses) and the determination of the fair value of financial instruments. A change in a critical accounting estimate, assumption and/or judgement resulting from new information or from changes in circumstances or experience could result in the Group incurring losses greater than those anticipated or provided for. This may have an adverse effect on the Group's financial performance, financial condition and reputation. The Group's financial performance and financial condition may also be impacted by changes to accounting standards or to generally accepted accounting principles. 118 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 119 Risk and risk management We could suffer losses due to impairment of capitalised software, goodwill and other intangible assets that may adversely affect our business, operations or financial condition In certain circumstances Westpac may be exposed to a reduction in the value of intangible assets. As at 30 September 2018, Westpac carried goodwill principally related to its investments in Australia, other intangible assets principally relating to assets recognised on acquisition of subsidiaries and capitalised software balances. Westpac is required to assess the recoverability of the goodwill and other intangible asset balances on at least an annual basis or wherever an indicator of impairment exists. For this purpose, Westpac uses a discounted cash flow calculation. Changes in the methodology or assumptions upon which the calculation is based, together with expected changes in future cash flows, could materially impact this assessment, resulting in the potential write-off of part or all of the intangible assets. In the event that an asset is no longer in use, or its value has been reduced or that its estimated useful life has declined, an impairment will be recorded, adversely impacting the Group's financial condition. The estimates and assumptions used in assessing the useful life of an asset can be affected by a range of factors including changes in strategy and the rate of external changes in technology and regulatory requirements. We could suffer losses if we fail to syndicate or sell down underwritten securities As a financial intermediary, we underwrite listed and unlisted debt and equity securities. Underwriting activities include the development of solutions for corporate and institutional customers who need capital and investor customers who have an appetite for certain investment products. We may guarantee the pricing and placement of these facilities. We could suffer losses if we fail to syndicate or sell down our risk to other market participants. This risk is more pronounced in times of heightened market volatility. Certain strategic decisions may have adverse effects on our business Westpac, at times, evaluates and may implement strategic decisions and objectives including diversification, innovation, divestment or business expansion initiatives. The expansion or integration of a new business, or entry into a new business, can be complex and costly and may require Westpac to comply with additional local or foreign regulatory requirements which may carry additional risks. For information on the basis for determining the provision for impairment charges on loans refer to ‘Critical accounting assumptions and estimates’ in Note 14 to the financial statements. Westpac also acquires and invests in businesses owned and operated by external parties. These transactions involve a number of risks for the Group. For example, Westpac may incur financial losses if a business it invests in does not perform as anticipated or subsequently proves to be overvalued at the time that the transaction was entered into. In addition, we may be unable to successfully divest businesses or assets. These activities may, for a variety of reasons, not deliver the anticipated positive business results and could have a negative impact on our business, prospects, reputation, engagement with regulators, financial performance or financial condition. Risk management Westpac’s vision is to be one of the world’s great service companies, helping our customers, communities and people to prosper and grow. Effective risk management including a sound risk culture is one of the keys to achieving our vision as it influences our customers’ experiences, the public’s perceptions, the strength of our balance sheet, our financial performance, our reputation and our shareholders’ expectations. It is critical to our future success. We regard managing risk as a core function performed at all levels of the Group. The Risk Management Strategy is approved by the Board and reviewed by the Board Risk and Compliance Committee (BRCC) on an annual basis or more frequently where required by a material business or strategy change or a material change to the Group’s risk profile. It is owned by the Chief Executive Officer (CEO). For further information regarding the role and responsibilities of the BRCC and other Board committees in managing risk, refer to Westpac’s 2017 Corporate Governance Statement available at www.westpac.com.au/corpgov. The CEO and Executive Team are responsible for implementing our Risk Management Strategy and frameworks, and for developing policies, controls, processes and procedures for identifying and managing risk in all of Westpac’s activities. We adopt a Three Lines of Defence approach to risk management which reflects our culture of ‘risk is everyone’s business’ in which all employees are responsible for identifying and managing risk and operating within the Group’s desired risk profile. For a discussion of the risks to which Westpac is exposed, and its policies to manage these risks, refer to Westpac’s 2017 Corporate Governance Statement and Note 22 to the financial statements. Risk and risk management Credit risk Credit risk is the risk of financial loss where a customer or counterparty fails to meet their financial obligations to Westpac. We have a framework and supporting policies for managing the credit risk associated with lending across our business divisions. The framework and policies encompass all stages of the credit cycle – origination, evaluation, approval, documentation, settlement, ongoing administration and problem management. For example, we have established product- based standards for lending to individuals, with key controls including minimum serviceability standards and maximum loan to security value ratios. We offer residential property loans to both owner-occupiers and investors at both fixed and variable rates, secured by a mortgage over the property or other acceptable collateral. Where we lend to higher loan to value ratios, we typically also require lenders mortgage insurance. Similarly, we have established criteria for business, commercial, corporate and institutional lending, which can vary by industry segment. In this area we focus on the performance of key financial risk ratios, including interest coverage, debt serviceability and balance sheet structure. When providing finance to smaller business, commercial and corporate borrowers we typically obtain security, such as a mortgage over property and/or a general security agreement over business assets. For larger corporates and institutions, we typically also require compliance with selected financial ratios and undertakings and may hold security. In respect of commercial property lending, we maintain loan origination and ongoing risk management standards, including specialised management for higher value loans. We consider factors such as the nature, location, quality and expected demand for the asset, tenancy profile and experience and quality of management. We actively monitor the Australian and New Zealand property markets and the composition of our commercial property loan book across the Group. The extension of credit is underpinned by the Group’s Principles of Responsible Lending. This is reflected in our commitment to comply with all local legislation, codes of practice and relevant guidelines and obligations to market our products responsibly and stay in touch with the expectations of customers and the community. Refer to Note 22 to the financial statements for details of our credit risk management policies. Provisions for impairment charges on loans Credit risk concentrations We monitor our credit portfolio to manage risk concentrations. At 30 September 2018, our exposure to consumers comprised 72% (2017: 72%, 2016: 72%) of our on-balance sheet loans and 59% (2017: 59%, 2016: 58%) of total credit commitments. At 30 September 2018, 92% (2017: 92%, 2016: 91%) of our exposure to consumers was supported by residential real estate mortgages. The consumer category includes owner-occupier and investment property loans to individuals, credit cards, personal loans, overdrafts and lines of credit. Our consumer credit risks are diversified, with substantial consumer market share in every state and territory in Australia, New Zealand and the Pacific region. Moreover, these customers service their debts with incomes derived from a wide range of occupations, in city as well as country areas. Exposures to businesses, government and other financial institutions are classified into a number of industry clusters based on groupings of related Australian and New Zealand Standard Industrial Classification (ANZSIC) codes and are monitored against industry risk limits. The level of industry risk is measured and monitored on a dynamic basis. We also control the concentration risks that can arise from large exposures to individual borrowers. Liquidity risk potentially arise as a result of:   price. Liquidity risk is the risk that the Group will be unable to fund assets and meet obligations as they become due. This risk could an inability to meet both expected and unexpected current and future cash flows and collateral needs without affecting either daily operations or the financial condition of the bank; and/or inadequate market depth or market disruption impacting the ability to offset or eliminate a market risk position at the market The Westpac Group has a liquidity risk management framework which seeks to meet cash flow obligations under a wide range of market conditions, including name specific and market-wide scenarios as well as meeting the requirements of the Liquidity Coverage Ratio and Net Stable Funding Ratio. Refer to Note 22 to the financial statements for a more detailed discussion of our liquidity risk management policies. 120 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 121 Risk and risk management We could suffer losses due to impairment of capitalised software, goodwill and other intangible assets that may adversely affect our business, operations or financial condition In certain circumstances Westpac may be exposed to a reduction in the value of intangible assets. As at 30 September 2018, Westpac carried goodwill principally related to its investments in Australia, other intangible assets principally relating to assets recognised on acquisition of subsidiaries and capitalised software balances. Westpac is required to assess the recoverability of the goodwill and other intangible asset balances on at least an annual basis or wherever an indicator of impairment exists. For this purpose, Westpac uses a discounted cash flow calculation. Changes in the methodology or assumptions upon which the calculation is based, together with expected changes in future cash flows, could materially impact this assessment, resulting in the potential write-off of part or all of the intangible assets. In the event that an asset is no longer in use, or its value has been reduced or that its estimated useful life has declined, an impairment will be recorded, adversely impacting the Group's financial condition. The estimates and assumptions used in assessing the useful life of an asset can be affected by a range of factors including changes in strategy and the rate of external changes in technology and regulatory requirements. We could suffer losses if we fail to syndicate or sell down underwritten securities As a financial intermediary, we underwrite listed and unlisted debt and equity securities. Underwriting activities include the development of solutions for corporate and institutional customers who need capital and investor customers who have an appetite for certain investment products. We may guarantee the pricing and placement of these facilities. We could suffer losses if we fail to syndicate or sell down our risk to other market participants. This risk is more pronounced in times of heightened market volatility. Certain strategic decisions may have adverse effects on our business Westpac, at times, evaluates and may implement strategic decisions and objectives including diversification, innovation, divestment or business expansion initiatives. The expansion or integration of a new business, or entry into a new business, can be complex and costly and may require Westpac to comply with additional local or foreign regulatory requirements which may carry additional risks. Westpac also acquires and invests in businesses owned and operated by external parties. These transactions involve a number of risks for the Group. For example, Westpac may incur financial losses if a business it invests in does not perform as anticipated or subsequently proves to be overvalued at the time that the transaction was entered into. In addition, we may be unable to successfully divest businesses or assets. These activities may, for a variety of reasons, not deliver the anticipated positive business results and could have a negative impact on our business, prospects, reputation, engagement with regulators, financial performance or financial condition. Risk management prosper and grow. all levels of the Group. Westpac’s vision is to be one of the world’s great service companies, helping our customers, communities and people to Effective risk management including a sound risk culture is one of the keys to achieving our vision as it influences our customers’ experiences, the public’s perceptions, the strength of our balance sheet, our financial performance, our reputation and our shareholders’ expectations. It is critical to our future success. We regard managing risk as a core function performed at The Risk Management Strategy is approved by the Board and reviewed by the Board Risk and Compliance Committee (BRCC) on an annual basis or more frequently where required by a material business or strategy change or a material change to the Group’s risk profile. It is owned by the Chief Executive Officer (CEO). For further information regarding the role and responsibilities of the BRCC and other Board committees in managing risk, refer to Westpac’s 2017 Corporate Governance Statement available at www.westpac.com.au/corpgov. The CEO and Executive Team are responsible for implementing our Risk Management Strategy and frameworks, and for developing policies, controls, processes and procedures for identifying and managing risk in all of Westpac’s activities. We adopt a Three Lines of Defence approach to risk management which reflects our culture of ‘risk is everyone’s business’ in which all employees are responsible for identifying and managing risk and operating within the Group’s desired risk profile. For a discussion of the risks to which Westpac is exposed, and its policies to manage these risks, refer to Westpac’s 2017 Corporate Governance Statement and Note 22 to the financial statements. Risk and risk management Credit risk Credit risk is the risk of financial loss where a customer or counterparty fails to meet their financial obligations to Westpac. We have a framework and supporting policies for managing the credit risk associated with lending across our business divisions. The framework and policies encompass all stages of the credit cycle – origination, evaluation, approval, documentation, settlement, ongoing administration and problem management. For example, we have established product- based standards for lending to individuals, with key controls including minimum serviceability standards and maximum loan to security value ratios. We offer residential property loans to both owner-occupiers and investors at both fixed and variable rates, secured by a mortgage over the property or other acceptable collateral. Where we lend to higher loan to value ratios, we typically also require lenders mortgage insurance. Similarly, we have established criteria for business, commercial, corporate and institutional lending, which can vary by industry segment. In this area we focus on the performance of key financial risk ratios, including interest coverage, debt serviceability and balance sheet structure. When providing finance to smaller business, commercial and corporate borrowers we typically obtain security, such as a mortgage over property and/or a general security agreement over business assets. For larger corporates and institutions, we typically also require compliance with selected financial ratios and undertakings and may hold security. In respect of commercial property lending, we maintain loan origination and ongoing risk management standards, including specialised management for higher value loans. We consider factors such as the nature, location, quality and expected demand for the asset, tenancy profile and experience and quality of management. We actively monitor the Australian and New Zealand property markets and the composition of our commercial property loan book across the Group. 2 The extension of credit is underpinned by the Group’s Principles of Responsible Lending. This is reflected in our commitment to comply with all local legislation, codes of practice and relevant guidelines and obligations to market our products responsibly and stay in touch with the expectations of customers and the community. Refer to Note 22 to the financial statements for details of our credit risk management policies. Provisions for impairment charges on loans For information on the basis for determining the provision for impairment charges on loans refer to ‘Critical accounting assumptions and estimates’ in Note 14 to the financial statements. Credit risk concentrations We monitor our credit portfolio to manage risk concentrations. At 30 September 2018, our exposure to consumers comprised 72% (2017: 72%, 2016: 72%) of our on-balance sheet loans and 59% (2017: 59%, 2016: 58%) of total credit commitments. At 30 September 2018, 92% (2017: 92%, 2016: 91%) of our exposure to consumers was supported by residential real estate mortgages. The consumer category includes owner-occupier and investment property loans to individuals, credit cards, personal loans, overdrafts and lines of credit. Our consumer credit risks are diversified, with substantial consumer market share in every state and territory in Australia, New Zealand and the Pacific region. Moreover, these customers service their debts with incomes derived from a wide range of occupations, in city as well as country areas. Exposures to businesses, government and other financial institutions are classified into a number of industry clusters based on groupings of related Australian and New Zealand Standard Industrial Classification (ANZSIC) codes and are monitored against industry risk limits. The level of industry risk is measured and monitored on a dynamic basis. We also control the concentration risks that can arise from large exposures to individual borrowers. Liquidity risk Liquidity risk is the risk that the Group will be unable to fund assets and meet obligations as they become due. This risk could potentially arise as a result of:  an inability to meet both expected and unexpected current and future cash flows and collateral needs without affecting either daily operations or the financial condition of the bank; and/or  inadequate market depth or market disruption impacting the ability to offset or eliminate a market risk position at the market price. The Westpac Group has a liquidity risk management framework which seeks to meet cash flow obligations under a wide range of market conditions, including name specific and market-wide scenarios as well as meeting the requirements of the Liquidity Coverage Ratio and Net Stable Funding Ratio. Refer to Note 22 to the financial statements for a more detailed discussion of our liquidity risk management policies. 120 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 121 Risk and risk management Westpac debt programs and issuing shelves Access in a timely and flexible manner to a diverse range of debt markets and investors is provided by the following programs and issuing shelves as at 30 September 2018: Program Limit Issuer(s) Program/Issuing Shelf Type Australia No limit Euro Market USD 2.5 billion USD 20 billion USD 70 billion USD 10 billion USD 40 billion EUR 5 billion Japan JPY 750 billion JPY 750 billion United States USD 45 billion USD 10 billion USD 35 billion USD 15 billion No limit No limit New Zealand No limit WBC WBC Debt Issuance Program Euro Transferable Certificate of Deposit Program WBC/WSNZL1 Euro Commercial Paper and Certificate of Deposit Program WBC WSNZL1 WBC2 WSNZL3 WBC WBC WBC WSNZL1 WBC Euro Medium Term Note Program Euro Medium Term Note Program Global Covered Bond Program Global Covered Bond Program Samurai shelf Uridashi shelf US Commercial Paper Program US Commercial Paper Program US Medium Term Note Program WBC (NY Branch) US Medium Term Deposit Note Program WBC (NY Branch) Certificate of Deposit Program WBC WNZL US Securities and Exchange Commission registered shelves Medium Term Note and Registered Certificate of Deposit Program Market risk Market risk is the risk of an adverse impact on earnings resulting from changes in market factors, such as foreign exchange rates, interest rates, commodity prices or equity prices. This includes interest rate risk in the banking book – the risk to interest income from a mismatch between the duration of assets and liabilities that arises in the normal course of business activities. Market risk arises in both trading and banking book activities. Our trading activities are conducted in our Financial Markets and Treasury businesses. Financial Markets trading book activity represents dealings that encompass book running and distribution activity. Treasury’s trading activity represents dealings that include the management of interest rate, foreign exchange (FX) and credit spread risk associated with wholesale funding, liquid asset portfolios and hedging of foreign currency earnings and capital deployed offshore. Refer to Note 22 to the financial statements for a more detailed discussion of our market risk management policies. Risk and risk management The table below depicts the aggregate Value at Risk (VaR), by risk type, for traded risk for the respective year ended 30 September: $m Interest rate risk Foreign exchange risk Equity risk Commodity risk1 Other market risks2 Diversification effect Net market risk Consolidated and Parent Entity 2018 2017 2016 Low Average Low Average High Low Average High 15.6 6.9 1.0 24.3 5.8 n/a 28.1 5.1 0.7 0.0 1.7 1.4 n/a 6.7 8.6 3.0 0.1 6.5 3.8 (8.6) 13.4 High 16.0 9.4 0.4 14.1 5.1 n/a 22.9 4.6 0.6 0.0 3.3 3.5 n/a 9.7 8.5 3.1 0.1 6.6 4.2 (8.6) 13.9 14.0 12.2 2.9 4.5 6.0 n/a 18.7 4.6 1.4 0.1 1.4 2.6 n/a 7.7 8.8 5.1 0.3 2.7 3.6 (8.0) 12.5 Operational risk and compliance risk Operational risk is the risk of loss resulting from inadequate or failed internal processes, people and systems, or from external events. This definition is aligned to the regulatory (Basel II) definition, including legal and regulatory risk but excluding strategic risk. It also includes, among other things, technology risk, model risk, outsourcing risk and reputational risk. The way operational risk is managed has the potential to positively or negatively impact our customers, our employees, our financial performance and our reputation. Compliance risk is the risk of legal or regulatory sanction, financial or reputational loss, arising from our failure to adhere to the compliance obligations required of the Group. available at www.westpac.com.au/corpgov. For information on our management of operational and compliance risk, refer to Westpac’s Corporate Governance Statement, The Group’s Operational Risk Management Framework and Compliance Management Framework (CMF) provide the basis for divisions to identify, assess, measure, manage, monitor and report on their risks. The Operational Risk Management Framework sets out the Group’s approach to managing operational risk, and is supported by a number of key Group-wide operational risk policies. CMF sets out the approach of the Westpac Group to managing compliance obligations and mitigating compliance risk, in order to achieve our compliance objective. The CMF is an integral part of the Board-approved Risk Management Strategy and is supported by a number of key policies and frameworks. This is discussed in further detail in Note 22 to the financial statements. 1 Notes issued under this program by Westpac Securities NZ Limited, London branch are guaranteed by Westpac New Zealand Limited, its parent company. 2 Notes issued under this program are guaranteed by BNY Trust Company of Australia Limited as trustee of the Westpac Covered Bond Trust. 3 Notes issued under this program by Westpac Securities NZ Limited, London branch are guaranteed by Westpac New Zealand Limited, its parent company, and Westpac NZ Covered Bond Limited. Includes electricity risk. 1 2 Includes prepayment risk and credit spread risk (exposure to movements in generic credit rating brands). 122 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 123 Risk and risk management Westpac debt programs and issuing shelves and issuing shelves as at 30 September 2018: Access in a timely and flexible manner to a diverse range of debt markets and investors is provided by the following programs Program Limit Issuer(s) Program/Issuing Shelf Type WBC/WSNZL1 Euro Commercial Paper and Certificate of Deposit Program Euro Transferable Certificate of Deposit Program Debt Issuance Program Euro Medium Term Note Program Euro Medium Term Note Program Global Covered Bond Program Global Covered Bond Program Samurai shelf Uridashi shelf US Commercial Paper Program US Commercial Paper Program US Medium Term Note Program Australia No limit Euro Market USD 2.5 billion USD 20 billion USD 70 billion USD 10 billion USD 40 billion EUR 5 billion Japan JPY 750 billion JPY 750 billion United States USD 45 billion USD 10 billion USD 35 billion USD 15 billion No limit No limit New Zealand No limit Market risk WBC WBC WBC WSNZL1 WBC2 WSNZL3 WBC WBC WBC WSNZL1 WBC WBC WNZL WBC (NY Branch) US Medium Term Deposit Note Program WBC (NY Branch) Certificate of Deposit Program US Securities and Exchange Commission registered shelves Medium Term Note and Registered Certificate of Deposit Program Market risk is the risk of an adverse impact on earnings resulting from changes in market factors, such as foreign exchange rates, interest rates, commodity prices or equity prices. This includes interest rate risk in the banking book – the risk to interest income from a mismatch between the duration of assets and liabilities that arises in the normal course of business activities. Market risk arises in both trading and banking book activities. Our trading activities are conducted in our Financial Markets and Treasury businesses. Financial Markets trading book activity represents dealings that encompass book running and distribution activity. Treasury’s trading activity represents dealings that include the management of interest rate, foreign exchange (FX) and credit spread risk associated with wholesale funding, liquid asset portfolios and hedging of foreign currency earnings and capital deployed offshore. Refer to Note 22 to the financial statements for a more detailed discussion of our market risk management policies. Risk and risk management The table below depicts the aggregate Value at Risk (VaR), by risk type, for traded risk for the respective year ended 30 September: Consolidated and Parent Entity $m Interest rate risk Foreign exchange risk Equity risk Commodity risk1 Other market risks2 Diversification effect Net market risk 2018 Low Average 5.1 0.7 0.0 1.7 1.4 n/a 6.7 8.6 3.0 0.1 6.5 3.8 (8.6) 13.4 High 15.6 6.9 1.0 24.3 5.8 n/a 28.1 High 16.0 9.4 0.4 14.1 5.1 n/a 22.9 2017 2016 Low Average High Low Average 4.6 0.6 0.0 3.3 3.5 n/a 9.7 8.5 3.1 0.1 6.6 4.2 (8.6) 13.9 14.0 12.2 2.9 4.5 6.0 n/a 18.7 4.6 1.4 0.1 1.4 2.6 n/a 7.7 8.8 5.1 0.3 2.7 3.6 (8.0) 12.5 Operational risk and compliance risk Operational risk is the risk of loss resulting from inadequate or failed internal processes, people and systems, or from external events. This definition is aligned to the regulatory (Basel II) definition, including legal and regulatory risk but excluding strategic risk. It also includes, among other things, technology risk, model risk, outsourcing risk and reputational risk. 2 The way operational risk is managed has the potential to positively or negatively impact our customers, our employees, our financial performance and our reputation. Compliance risk is the risk of legal or regulatory sanction, financial or reputational loss, arising from our failure to adhere to the compliance obligations required of the Group. For information on our management of operational and compliance risk, refer to Westpac’s Corporate Governance Statement, available at www.westpac.com.au/corpgov. The Group’s Operational Risk Management Framework and Compliance Management Framework (CMF) provide the basis for divisions to identify, assess, measure, manage, monitor and report on their risks. The Operational Risk Management Framework sets out the Group’s approach to managing operational risk, and is supported by a number of key Group-wide operational risk policies. CMF sets out the approach of the Westpac Group to managing compliance obligations and mitigating compliance risk, in order to achieve our compliance objective. The CMF is an integral part of the Board-approved Risk Management Strategy and is supported by a number of key policies and frameworks. This is discussed in further detail in Note 22 to the financial statements. 1 Notes issued under this program by Westpac Securities NZ Limited, London branch are guaranteed by Westpac New Zealand Limited, its parent company. 2 Notes issued under this program are guaranteed by BNY Trust Company of Australia Limited as trustee of the Westpac Covered Bond Trust. 3 Notes issued under this program by Westpac Securities NZ Limited, London branch are guaranteed by Westpac New Zealand Limited, its parent company, and Westpac NZ Covered Bond Limited. 1 2 Includes electricity risk. Includes prepayment risk and credit spread risk (exposure to movements in generic credit rating brands). 122 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 123 Risk and risk management Other risks Business risk The risks arising from the strategic objectives and business plans. Conduct risk The risk that our provision of services and products results in unsuitable or unfair outcomes for our stakeholders or undermines market integrity. The Westpac Group Conduct Framework sets out our approach to Conduct and Conduct Risk Management. We establish an umbrella view of Conduct Risk by leveraging existing risk frameworks, in particular operational, compliance, reputation and sustainability risk to improve customer outcomes. Conduct also underpins Our Compass, which brings together our Vision, Values, Code of Conduct and Service Promise to provide our people with a consistent understanding of what it means to ‘Do the Right Thing’. Sustainability risk The risk of reputation or financial loss due to failure to recognise or address material existing or emerging sustainability related environmental, social or governance issues. The Group has in place a Board-approved Sustainability Risk Management Framework (Framework) that is supported by a suite of key policies and position statements. These include Our Principles for Doing Business, Responsible Investment Position Statement, Environmental, Social and Governance (ESG) Credit Risk Policy, Climate Change Position Statement and Action Plan, Human Rights Position Statement and Action Plan, sensitive sector position statements and Responsible Sourcing Code of Conduct, many of which are publicly available. The Sustainability Risk Management Framework was reviewed and updated in 2018. Westpac is also a signatory to a number of voluntary principles-based frameworks that guide the integration of ESG-related issues to banking, lending and investment analysis. These include the Equator Principles, covering project finance activities, the Principles for Responsible Investments, covering investment analysis and the Task Force on Climate-related Financial Disclosures (TCFD). Climate change risk Within this framework climate change-related risks are managed by the Group in the same way as any other transformational issue facing the economy. The Group examines the policy, regulatory, technology and market changes related to climate change (‘transition risks’), and the financial impacts of changes in climate patterns and extreme weather events (‘physical risks’). Through its Climate Change Position Statement, Westpac has an enhanced approach to lending to emissions-intensive sectors, supporting customers that are in or reliant on these sectors and who assess the financial implications of climate change on their business, including how their strategies are likely to perform under various forward-looking scenarios, and demonstrate a rigorous approach to governance, strategy setting, risk management and reporting. Westpac uses scenario analysis to identify and assess climate-related risks over short, medium and long-term horizons. The findings of our scenario analysis in 2016 were reflected in Westpac's latest Climate Change Position Statement and 2020 Action Plan which outlined enhanced lending standards for lending to the thermal coal mining and energy sectors. These lending parameters have been included in our Group Risk Appetite Statement and, where appropriate, are applied at the portfolio, customer and transaction level. Westpac uses scenario analysis to guide its climate change strategy and to analyse the implications of climate-related factors to its business. In 2018 the Group undertook further scenario analysis to assess:  The resilience of Westpac’s Australian Business and institutional lending1 to transition risks (policy, legal, technology and market changes related to climate change) brought about by rapid decarbonisation of the Australian economy under 2 degree scenarios (building on work first undertaken in 2016); and  The impact of climate-related physical risks (the financial impacts of changes in climate patterns and extreme weather events) on the Australian mortgage portfolio2 arising from global warming scenarios of both 2 and 4 degrees. Risk and risk management The results of this analysis are summarised below and further detail can be found in ‘Climate-related financial disclosures’ and in the Westpac Sustainability Performance Report. Summary findings – scenario analysis  2 degrees1: Westpac’s exposure to sectors that may face growth constraints under a range of 2 degree scenarios to 2030 is approximately 4% of our Business and Institutional lending - unchanged since 2016. Higher risk sectors may be subject to enhanced due diligence under the parameters laid out in the CCPS. Westpac expects to be well positioned to capitalise on opportunities arising out of growth in sectors benefiting from a transition to a low carbon economy over the short and medium term. The Group has lending targets to climate change solutions of $10 billion by 2020 and $25 billion by 2030.  4 degrees2: Under a 4 degree scenario to 2050, we believe the Australian mortgage portfolio is broadly resilient to physical risks3. The Group mapped its Australian mortgage portfolio to postcodes which under a 4 degree scenario are at greatest risk of increased frequency and intensity of natural perils, and where annual average losses are most likely to increase. The findings highlighted the importance of both climate mitigation and adaptation efforts, including government planning measures, and the benefits of climate-resilient building characteristics to reduce property damage and impacts on customers and communities. Along with our broader commitment to a 2-degree economy, Westpac expects to continue to help individual customers respond to climate change, and continue to advocate for more research and investment into helping communities adapt and become resilient to climate-related impacts. Equity risk The potential for financial loss arising from movements in equity values. Equity risk may be direct, indirect or contingent. The Group’s direct equity risk arises from principal investments or net trading or underwriting positions in listed or unlisted equities. It also includes seed funding, debt for equity swaps, equity derivatives and other situations where the value of Westpac’s investment is directly affected by the change in value of the equity instrument to the full extent of that change. Our indirect equity risk arises from movements in the equity markets that affect business performance e.g. income derived as a result of managing or the administration of equity investments on behalf of other parties where fee income is based on the value of funds under management. Our contingent equity risk arises from normal lending activities secured by, or with recourse to, listed and/or unlisted equities or to another equity-like source of risk protection. This risk materialises when there is a default, and a subsequent shortfall from the realisation of equity-related assets that is not covered from other sources of recourse. The Group has in place various policies, limits and controls which seek to manage these risks and the conflicts of interest that can potentially arise. Insurance risk The risk in our licensed regulated insurance entities claims cost being greater than expected, due to a failure in product design, underwriting, reinsurance arrangements or an increase in severity and frequency of insured events. Subsidiaries within the Group undertake life insurance, general insurance and lenders mortgage insurance. They are governed by independent boards and are subject to separate regulatory oversight and controls. These subsidiaries have reinsurance arrangements in place to reduce risk, including from catastrophic events. They are capitalised to a level that exceeds the minimum required by the relevant regulator. Related entity (contagion) risk The risk that problems arising in other Westpac Group members compromise the financial and operational position of the authorised deposit-taking institution in the Westpac Group. The Group has in place a Related Entity Risk Management Framework and a suite of supporting policies and procedures governing the control of dealings with, and activities that may be undertaken by, Group members. Controls include the measurement, approval and monitoring of, and limitations on, the extent of intra-group credit exposures and other forms of parent entity support, plus requirements related to control of Group badging, product distribution, promotional material, service- level agreements and managing potential conflicts of interest. 1 Excludes retail, sovereign and bank exposures. 2 Excludes RAMS. 1 2 degree scenarios: See Westpac’s Sustainability Performance Report, 2016 (p52). Data presented above is from the Global Cooperation Scenario. 2 4 degrees scenario: Based on data from IPCC’s RCP8.5 scenario. 3 Selected perils: Inundation (sea level rise and storm surge), soil contraction due to increased heat and reduced rainfall, floods, wind and cyclones, and bushfires. 124 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 125 Summary findings – scenario analysis  The results of this analysis are summarised below and further detail can be found in ‘Climate-related financial disclosures’ and in the Westpac Sustainability Performance Report. Risk and risk management The risk that our provision of services and products results in unsuitable or unfair outcomes for our stakeholders or undermines The Westpac Group Conduct Framework sets out our approach to Conduct and Conduct Risk Management. We establish an umbrella view of Conduct Risk by leveraging existing risk frameworks, in particular operational, compliance, reputation and sustainability risk to improve customer outcomes. Conduct also underpins Our Compass, which brings together our Vision, Values, Code of Conduct and Service Promise to provide our people with a consistent understanding of what it means to ‘Do  2 degrees1: Westpac’s exposure to sectors that may face growth constraints under a range of 2 degree scenarios to 2030 is approximately 4% of our Business and Institutional lending - unchanged since 2016. Higher risk sectors may be subject to enhanced due diligence under the parameters laid out in the CCPS. Westpac expects to be well positioned to capitalise on opportunities arising out of growth in sectors benefiting from a transition to a low carbon economy over the short and medium term. The Group has lending targets to climate change solutions of $10 billion by 2020 and $25 billion by 2030. 4 degrees2: Under a 4 degree scenario to 2050, we believe the Australian mortgage portfolio is broadly resilient to physical risks3. The Group mapped its Australian mortgage portfolio to postcodes which under a 4 degree scenario are at greatest risk of increased frequency and intensity of natural perils, and where annual average losses are most likely to increase. The findings highlighted the importance of both climate mitigation and adaptation efforts, including government planning measures, and the benefits of climate-resilient building characteristics to reduce property damage and impacts on customers and communities. Along with our broader commitment to a 2-degree economy, Westpac expects to continue to help individual customers respond to climate change, and continue to advocate for more research and investment into helping communities adapt and become resilient to climate-related impacts. Risk and risk management The risks arising from the strategic objectives and business plans. Other risks Business risk Conduct risk market integrity. the Right Thing’. Sustainability risk updated in 2018. Disclosures (TCFD). Climate change risk risks’). The risk of reputation or financial loss due to failure to recognise or address material existing or emerging sustainability related environmental, social or governance issues. The Group has in place a Board-approved Sustainability Risk Management Framework (Framework) that is supported by a suite of key policies and position statements. These include Our Principles for Doing Business, Responsible Investment Position Statement, Environmental, Social and Governance (ESG) Credit Risk Policy, Climate Change Position Statement and Action Plan, Human Rights Position Statement and Action Plan, sensitive sector position statements and Responsible Sourcing Code of Conduct, many of which are publicly available. The Sustainability Risk Management Framework was reviewed and Westpac is also a signatory to a number of voluntary principles-based frameworks that guide the integration of ESG-related issues to banking, lending and investment analysis. These include the Equator Principles, covering project finance activities, the Principles for Responsible Investments, covering investment analysis and the Task Force on Climate-related Financial Within this framework climate change-related risks are managed by the Group in the same way as any other transformational issue facing the economy. The Group examines the policy, regulatory, technology and market changes related to climate change (‘transition risks’), and the financial impacts of changes in climate patterns and extreme weather events (‘physical Through its Climate Change Position Statement, Westpac has an enhanced approach to lending to emissions-intensive sectors, supporting customers that are in or reliant on these sectors and who assess the financial implications of climate change on their business, including how their strategies are likely to perform under various forward-looking scenarios, and demonstrate a rigorous approach to governance, strategy setting, risk management and reporting. Westpac uses scenario analysis to identify and assess climate-related risks over short, medium and long-term horizons. The findings of our scenario analysis in 2016 were reflected in Westpac's latest Climate Change Position Statement and 2020 Action Plan which outlined enhanced lending standards for lending to the thermal coal mining and energy sectors. These lending parameters have been included in our Group Risk Appetite Statement and, where appropriate, are applied at the portfolio, customer and transaction level. Westpac uses scenario analysis to guide its climate change strategy and to analyse the implications of climate-related factors to its business. In 2018 the Group undertook further scenario analysis to assess:  The resilience of Westpac’s Australian Business and institutional lending1 to transition risks (policy, legal, technology and market changes related to climate change) brought about by rapid decarbonisation of the Australian economy under 2 degree scenarios (building on work first undertaken in 2016); and  The impact of climate-related physical risks (the financial impacts of changes in climate patterns and extreme weather events) on the Australian mortgage portfolio2 arising from global warming scenarios of both 2 and 4 degrees. Equity risk The potential for financial loss arising from movements in equity values. Equity risk may be direct, indirect or contingent. The Group’s direct equity risk arises from principal investments or net trading or underwriting positions in listed or unlisted equities. It also includes seed funding, debt for equity swaps, equity derivatives and other situations where the value of Westpac’s investment is directly affected by the change in value of the equity instrument to the full extent of that change. Our indirect equity risk arises from movements in the equity markets that affect business performance e.g. income derived as a result of managing or the administration of equity investments on behalf of other parties where fee income is based on the value of funds under management. Our contingent equity risk arises from normal lending activities secured by, or with recourse to, listed and/or unlisted equities or to another equity-like source of risk protection. This risk materialises when there is a default, and a subsequent shortfall from the realisation of equity-related assets that is not covered from other sources of recourse. The Group has in place various policies, limits and controls which seek to manage these risks and the conflicts of interest that can potentially arise. Insurance risk The risk in our licensed regulated insurance entities claims cost being greater than expected, due to a failure in product design, underwriting, reinsurance arrangements or an increase in severity and frequency of insured events. Subsidiaries within the Group undertake life insurance, general insurance and lenders mortgage insurance. They are governed by independent boards and are subject to separate regulatory oversight and controls. These subsidiaries have reinsurance arrangements in place to reduce risk, including from catastrophic events. They are capitalised to a level that exceeds the minimum required by the relevant regulator. Related entity (contagion) risk The risk that problems arising in other Westpac Group members compromise the financial and operational position of the authorised deposit-taking institution in the Westpac Group. The Group has in place a Related Entity Risk Management Framework and a suite of supporting policies and procedures governing the control of dealings with, and activities that may be undertaken by, Group members. Controls include the measurement, approval and monitoring of, and limitations on, the extent of intra-group credit exposures and other forms of parent entity support, plus requirements related to control of Group badging, product distribution, promotional material, service- level agreements and managing potential conflicts of interest. 1 Excludes retail, sovereign and bank exposures. 2 Excludes RAMS. 1 2 degree scenarios: See Westpac’s Sustainability Performance Report, 2016 (p52). Data presented above is from the Global Cooperation Scenario. 2 4 degrees scenario: Based on data from IPCC’s RCP8.5 scenario. 3 Selected perils: Inundation (sea level rise and storm surge), soil contraction due to increased heat and reduced rainfall, floods, wind and cyclones, and bushfires. 124 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 125 2 Risk and risk management Risk and risk management Reputation risk Reputation risk is the risk of the loss of reputation, stakeholder confidence, or public trust and standing. Customer funding conduits Reputation risk arises where there are differences between stakeholder’s current and/or emerging perceptions, beliefs and expectations relative to our current and planned activities, performance and behaviours. It can affect the Group’s brands and businesses positively or negatively. Stakeholder perceptions can include (but are not limited to) views on financial performance, quality of products or services, quality of management, leadership and governance, history and heritage and our approach to sustainability, social responsibility and ethical behaviour. We have a Reputation Risk Framework and key supporting policies in place covering the way we manage reputation risk as one of our key risks across the Group, including the setting of risk appetite and roles and responsibilities for risk identification, measurement and management, monitoring and reporting. The Reputation Risk Framework is being reviewed and updated in 2018. Structured entities We are associated with a number of structured entities in the ordinary course of business, primarily to provide funding and financial services products to our customers. Structured entities are typically set up for a single, pre-defined purpose, have a limited life, generally are not operating entities and do not have employees. The most common form of structured entity involves the acquisition of financial assets by the structured entity that is funded by the issuance of securities to external investors (securitisation). Repayment of the securities is determined by the performance of the assets acquired by the structured entity. Under AAS, a structured entity is consolidated and reported as part of the Group if it is controlled by the parent entity in line with AASB 10 Consolidated Financial Statements. The definition of control is based on the substance rather than the legal form. Refer to Note 36 to the financial statements for a description of how we apply the requirements to evaluate whether to consolidate structured entities and for information on both consolidated and unconsolidated structured entities. In the ordinary course of business, we have established or sponsored the establishment of structured entities in relation to securitisation, as detailed below. Covered bond guarantors Through our covered bond programs we assign our equitable interests in residential mortgage loans to a structured entity covered bond guarantor which guarantees the obligations of our covered bonds. We provide arm’s length swaps to the covered bond guarantor in accordance with relevant prudential guidelines. We have no obligation to repurchase any assets from the covered bond guarantor, other than in certain circumstances where there is a breach of representation or warranty. We may repurchase loans from the covered bond guarantor at our discretion, subject to the conditions set out in the transaction documents. As at 30 September 2018, the carrying value of assets pledged for the covered bond programs for the Group was $43.1 billion (2017: $42.1 billion). Refer to Note 25 to the financial statements for further details. Securitisation structured entities Through our securitisation programs we assign our equitable interests in assets (in respect of RMBS, principally residential mortgage loans, and in respect of ABS, principally auto receivables) to structured entities, which issue securities to investors. We provide arm’s length interest rate swaps and liquidity facilities to the structured entities in accordance with relevant prudential guidelines. We have no obligation to repurchase any securitisation securities, unless there is a breach of representation or warranty within 120 days of the initial sale (except in respect of our program in New Zealand, which imposes no such time limitation). We may remove assets from the program where they cease to conform with the terms and conditions of the securitisation programs or through a program’s clean-up features. As at 30 September 2018, our assets securitised through a combination of privately or publicly placed issuances to a combination of domestic and offshore investors were $7.6 billion (2017: $8.2 billion). Under AAS, all of the structured entities involved in our loan securitisation programs are consolidated by the Group. Refer to Note 25 to the financial statements for further details. Westpac also facilitates securitisation structures to arrange funding on behalf of customers in customer conduits through a subsidiary (Waratah Receivables Corporation Limited and its subsidiaries). The assets securitised are not assets of Westpac. The lending provided to the customer conduits is disclosed in Note 10 and the funding liability is disclosed in Note 19 of the financial statements. Westpac has now stopped providing undrawn liquidity facilities to the customer conduits in the financial year ended 30 September 2018. (2017: $392 million). Refer to Note 25 to the financial statements for further details. Structured finance transactions We have entered into transactions with structured entities to provide financing to customers or to provide financing to the Group. Any financing arrangements to customers are entered into under normal lending criteria and are subject to our normal credit approval processes. The assets arising from these financing activities are generally included in loans, receivables due from other financial institutions or available-for-sale securities. The liabilities arising from these financing activities are generally included in payables due to other financial institutions, debt issues or financial liabilities designated at fair value. Exposures in the form of guarantees or undrawn credit lines are included within contingent liabilities and credit-related commitments. Refer to Note 38 to the financial statements for details of our superannuation plans and Note 31 for details of our contingent Other off-balance sheet arrangements liabilities, contingent assets and credit commitments. Financial reporting Internal control over financial reporting The US Congress passed the Public Company Accounting Reform and Investor Protection Act in July 2002, which is commonly known as the Sarbanes-Oxley Act of 2002 (SOx). SOx is a wide ranging piece of US legislation concerned largely with financial reporting and corporate governance. We are obligated to comply with SOx by virtue of being a foreign registrant with the SEC and we have established procedures designed to comply with all applicable requirements of SOx. Disclosure controls and procedures Our management, with the participation of our CEO and CFO, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the US Securities Exchange Act of 1934) as of 30 September 2018. Based upon this evaluation, our CEO and CFO have concluded that the design and operation of our disclosure controls and procedures were effective as of 30 September 2018. Management’s Report on internal control over financial reporting Rule 13a-15(a) under the US Securities Exchange Act of 1934 requires us to maintain an effective system of internal control over financial reporting. Refer to the sections headed ‘Management’s report on internal control over financial reporting’ and ‘Report of independent registered public accounting firm’ in Section 3 for those reports. Changes in our internal control over financial reporting There has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) of the US Securities Exchange Act of 1934) for the year ended 30 September 2018 that has been identified and that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. 126 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 127 Risk and risk management Reputation risk Reputation risk is the risk of the loss of reputation, stakeholder confidence, or public trust and standing. Reputation risk arises where there are differences between stakeholder’s current and/or emerging perceptions, beliefs and expectations relative to our current and planned activities, performance and behaviours. It can affect the Group’s brands and businesses positively or negatively. Stakeholder perceptions can include (but are not limited to) views on financial performance, quality of products or services, quality of management, leadership and governance, history and heritage and our approach to sustainability, social responsibility and ethical behaviour. We have a Reputation Risk Framework and key supporting policies in place covering the way we manage reputation risk as one of our key risks across the Group, including the setting of risk appetite and roles and responsibilities for risk identification, measurement and management, monitoring and reporting. The Reputation Risk Framework is being reviewed and updated in 2018. Structured entities We are associated with a number of structured entities in the ordinary course of business, primarily to provide funding and financial services products to our customers. Structured entities are typically set up for a single, pre-defined purpose, have a limited life, generally are not operating entities and do not have employees. The most common form of structured entity involves the acquisition of financial assets by the structured entity that is funded by the issuance of securities to external investors (securitisation). Repayment of the securities is determined by the performance of the assets acquired by the structured entity. Under AAS, a structured entity is consolidated and reported as part of the Group if it is controlled by the parent entity in line with AASB 10 Consolidated Financial Statements. The definition of control is based on the substance rather than the legal form. Refer to Note 36 to the financial statements for a description of how we apply the requirements to evaluate whether to consolidate structured entities and for information on both consolidated and unconsolidated structured entities. In the ordinary course of business, we have established or sponsored the establishment of structured entities in relation to securitisation, as detailed below. Covered bond guarantors Through our covered bond programs we assign our equitable interests in residential mortgage loans to a structured entity covered bond guarantor which guarantees the obligations of our covered bonds. We provide arm’s length swaps to the covered bond guarantor in accordance with relevant prudential guidelines. We have no obligation to repurchase any assets from the covered bond guarantor, other than in certain circumstances where there is a breach of representation or warranty. We may repurchase loans from the covered bond guarantor at our discretion, subject to the conditions set out in the transaction As at 30 September 2018, the carrying value of assets pledged for the covered bond programs for the Group was $43.1 billion documents. (2017: $42.1 billion). Refer to Note 25 to the financial statements for further details. Securitisation structured entities Through our securitisation programs we assign our equitable interests in assets (in respect of RMBS, principally residential mortgage loans, and in respect of ABS, principally auto receivables) to structured entities, which issue securities to investors. We provide arm’s length interest rate swaps and liquidity facilities to the structured entities in accordance with relevant prudential guidelines. We have no obligation to repurchase any securitisation securities, unless there is a breach of representation or warranty within 120 days of the initial sale (except in respect of our program in New Zealand, which imposes no such time limitation). We may remove assets from the program where they cease to conform with the terms and conditions of the securitisation programs or through a program’s clean-up features. As at 30 September 2018, our assets securitised through a combination of privately or publicly placed issuances to a combination of domestic and offshore investors were $7.6 billion (2017: $8.2 billion). Under AAS, all of the structured entities involved in our loan securitisation programs are consolidated by the Group. Refer to Note 25 to the financial statements for further details. Risk and risk management Customer funding conduits Westpac also facilitates securitisation structures to arrange funding on behalf of customers in customer conduits through a subsidiary (Waratah Receivables Corporation Limited and its subsidiaries). The assets securitised are not assets of Westpac. The lending provided to the customer conduits is disclosed in Note 10 and the funding liability is disclosed in Note 19 of the financial statements. Westpac has now stopped providing undrawn liquidity facilities to the customer conduits in the financial year ended 30 September 2018. (2017: $392 million). Refer to Note 25 to the financial statements for further details. Structured finance transactions We have entered into transactions with structured entities to provide financing to customers or to provide financing to the Group. Any financing arrangements to customers are entered into under normal lending criteria and are subject to our normal credit approval processes. The assets arising from these financing activities are generally included in loans, receivables due from other financial institutions or available-for-sale securities. The liabilities arising from these financing activities are generally included in payables due to other financial institutions, debt issues or financial liabilities designated at fair value. Exposures in the form of guarantees or undrawn credit lines are included within contingent liabilities and credit-related commitments. 2 Other off-balance sheet arrangements Refer to Note 38 to the financial statements for details of our superannuation plans and Note 31 for details of our contingent liabilities, contingent assets and credit commitments. Financial reporting Internal control over financial reporting The US Congress passed the Public Company Accounting Reform and Investor Protection Act in July 2002, which is commonly known as the Sarbanes-Oxley Act of 2002 (SOx). SOx is a wide ranging piece of US legislation concerned largely with financial reporting and corporate governance. We are obligated to comply with SOx by virtue of being a foreign registrant with the SEC and we have established procedures designed to comply with all applicable requirements of SOx. Disclosure controls and procedures Our management, with the participation of our CEO and CFO, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the US Securities Exchange Act of 1934) as of 30 September 2018. Based upon this evaluation, our CEO and CFO have concluded that the design and operation of our disclosure controls and procedures were effective as of 30 September 2018. Management’s Report on internal control over financial reporting Rule 13a-15(a) under the US Securities Exchange Act of 1934 requires us to maintain an effective system of internal control over financial reporting. Refer to the sections headed ‘Management’s report on internal control over financial reporting’ and ‘Report of independent registered public accounting firm’ in Section 3 for those reports. Changes in our internal control over financial reporting There has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) of the US Securities Exchange Act of 1934) for the year ended 30 September 2018 that has been identified and that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. 126 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 127 Westpac’s approach to sustainability Sustainability performance Westpac’s approach to sustainability As one of Australia’s largest companies, Westpac Group can play a role in helping to create positive social, economic and environmental impact, for the benefit of all. At a time of great scrutiny of the financial services sector and the Royal Commission, it is particularly important that we work in an open and transparent way to build a strong banking system that delivers good outcomes for customers and the economy as a whole. Where mistakes are identified we put it right and seek to remediate the situation. The Group’s approach to sustainability is designed to anticipate, respond to and shape the most pressing emerging topics (issues and opportunities) that have the potential to materially impact customers, employees, suppliers, shareholders and communities. We believe that as one of Australia’s largest companies we have a role to play in helping to create positive social, economic and environmental impact, and contribute to the United Nation’s Sustainable Development Goals. This view is embedded within our core business activities, and aligns with the priorities set out in the Group’s strategy. Guiding our approach Accountability for the Group’s Sustainability Strategy starts with the Board which has responsibility for considering the social, ethical and environmental impact of the Group’s activities, setting standards and monitoring compliance with sustainability policies and practices. The Westpac Sustainability Council, comprising senior leaders from across the business and meets four times a year and oversees strategic progress and guides the Group’s approach. Progress against the Sustainability Strategy is reported to and discussed with the Executive Team and Board twice each year, with other items discussed on an as needs basis. Westpac’s Sustainability Strategy is based upon the use of the widely accepted global standard for corporate responsibility and sustainable development, the AA1000 AccountAbility Principles Standard (2008). Westpac’s sustainability performance is regularly benchmarked by a number of third-party ratings and awards, including the Dow Jones Sustainability Indices (DJSI), where the group has been recognised as global leader as a member of DJSI World for 17 years in a row and this year ranked 17th in the global banking group. Our sustainability principles In line with AA1000, Westpac has adopted the Standard’s three key principles:   Evaluating all topics identified to determine the impact they may have on stakeholders and the Group’s operations – Involving all stakeholders in identifying topics and developing strategy – Inclusivity; Sustainability materiality; and  Ensuring decisions, actions and performance, as well as communication with stakeholders, is responsive to the topics identified – Responsiveness. Frameworks and policies Westpac responds to enduring and emerging material topics through frameworks and policies that are complementary to the business strategy and form part of the Group’s overall approach to governance and risk management. Collectively, they help to guide decisions, manage risk and drive action. Key frameworks and policies include:  Principles for Doing Business – which set out the behaviours the Group expects to be judged against in pursuit of the vision, and the framework to embed sustainable practices throughout the business in the areas of: governance and ethics, customer practices, employee practices, care for the environment, community involvement and supply chain management;  Sustainability Risk Management Framework – which sets out how the Group manages sustainability risks in operations, lending and investment decisions and the supply chain, providing a guide on roles and responsibilities within the organisation, reflecting the Group’s ‘three lines of defence’ risk management approach; and  A suite of policies that embed the principles and management requirements in day-to-day operations, including our Code of Conduct, divisional ESG policies, and position statements on sensitive sectors and issues. Westpac’s approach to sustainability Material sustainability topics Informed by engagement with internal and external stakeholders, including the Group’s Stakeholder Advisory Council, review of policies, industry trends, peer analysis and regulatory and non-regulatory requirements, Westpac’s materiality process is aligned with the Global Reporting Initiative Standards (2016) and the AA1000 AccountAbility Principles Standard (2008). Prioritisation of material topics is subject to annual independent external assurance. Westpac’s response to its most material topics is contained in the summary of full year performance, below. Material sustainability topic Conduct and culture services sector, driving an increased Governance, risk and remuneration Instances of poor conduct have eroded public trust in the financial focus on corporate culture and improved outcomes for customers Customers’ needs are becoming Customer satisfaction more complex, and at the same time Financial and and experience their expectations around how they want to engage with us are evolving economic performance Customer vulnerability and hardship Our ability to support customers in times of financial hardship and anticipating times when they can become vulnerable allows us to help when it matters most Climate change transition and opportunities Information security and data privacy Maintaining customer confidentiality and the security of our systems is paramount to maintaining trust and confidence Value chain sustainability risks Clear governance practices, active management of risk, commitment to compliance, and fair remuneration in our operations, supplier and partner relationships is critical to the longevity and financial wellbeing of the Group Maintaining a healthy financial performance and strong balance sheet is vital to the Group’s long term sustainability As a major financial institution, we have an important role to play in supporting the transition to an economy that limits global warming to less than two degrees and ensuring clarity around our scientific and principles-based approach to assessing customers and projects We actively manage a range of sustainability risks (including climate change and human rights) in our value chain through our lending to customers, our investments in funds, and through our supply chain Having a workforce that reflects the broader community in which we operate, as well as delivering a better service experience for our customers Digital product and service transformation Changing regulatory landscape Digitisation offers opportunities to improve efficiency and deliver new and better customer experiences when, how and where customers choose to engage with us Supervision and regulation in jurisdictions that the Group operate in continue to evolve, creating uncertainty in the operating environment Inclusion and diversity Talent attraction and retention Attracting, retaining and developing our people and helping them to build skills for the future For further detail, please see our Annual Review and Sustainability Report and Sustainability Performance Report at www.westpac.com.au/sustainability. 128 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 129 Westpac’s approach to sustainability Sustainability performance Westpac’s approach to sustainability As one of Australia’s largest companies, Westpac Group can play a role in helping to create positive social, economic and environmental impact, for the benefit of all. At a time of great scrutiny of the financial services sector and the Royal Commission, it is particularly important that we work in an open and transparent way to build a strong banking system that delivers good outcomes for customers and the economy as a whole. Where mistakes are identified we put it right and seek to remediate the situation. The Group’s approach to sustainability is designed to anticipate, respond to and shape the most pressing emerging topics (issues and opportunities) that have the potential to materially impact customers, employees, suppliers, shareholders and communities. We believe that as one of Australia’s largest companies we have a role to play in helping to create positive social, economic and environmental impact, and contribute to the United Nation’s Sustainable Development Goals. This view is embedded within our core business activities, and aligns with the priorities set out in the Group’s strategy. Guiding our approach Accountability for the Group’s Sustainability Strategy starts with the Board which has responsibility for considering the social, ethical and environmental impact of the Group’s activities, setting standards and monitoring compliance with sustainability policies and practices. The Westpac Sustainability Council, comprising senior leaders from across the business and meets four times a year and oversees strategic progress and guides the Group’s approach. Progress against the Sustainability Strategy is reported to and discussed with the Executive Team and Board twice each year, with other items discussed on an as needs basis. Westpac’s Sustainability Strategy is based upon the use of the widely accepted global standard for corporate responsibility and sustainable development, the AA1000 AccountAbility Principles Standard (2008). Westpac’s sustainability performance is regularly benchmarked by a number of third-party ratings and awards, including the Dow Jones Sustainability Indices (DJSI), where the group has been recognised as global leader as a member of DJSI World for 17 years in a row and this year ranked 17th in the global banking group. Our sustainability principles Sustainability materiality; and identified – Responsiveness. Frameworks and policies In line with AA1000, Westpac has adopted the Standard’s three key principles:  Involving all stakeholders in identifying topics and developing strategy – Inclusivity;  Evaluating all topics identified to determine the impact they may have on stakeholders and the Group’s operations –  Ensuring decisions, actions and performance, as well as communication with stakeholders, is responsive to the topics Westpac responds to enduring and emerging material topics through frameworks and policies that are complementary to the business strategy and form part of the Group’s overall approach to governance and risk management. Collectively, they help to guide decisions, manage risk and drive action. Key frameworks and policies include:  Principles for Doing Business – which set out the behaviours the Group expects to be judged against in pursuit of the vision, and the framework to embed sustainable practices throughout the business in the areas of: governance and ethics, customer practices, employee practices, care for the environment, community involvement and supply chain management;  Sustainability Risk Management Framework – which sets out how the Group manages sustainability risks in operations, lending and investment decisions and the supply chain, providing a guide on roles and responsibilities within the organisation, reflecting the Group’s ‘three lines of defence’ risk management approach; and  A suite of policies that embed the principles and management requirements in day-to-day operations, including our Code of Conduct, divisional ESG policies, and position statements on sensitive sectors and issues. Westpac’s approach to sustainability Material sustainability topics Informed by engagement with internal and external stakeholders, including the Group’s Stakeholder Advisory Council, review of policies, industry trends, peer analysis and regulatory and non-regulatory requirements, Westpac’s materiality process is aligned with the Global Reporting Initiative Standards (2016) and the AA1000 AccountAbility Principles Standard (2008). Prioritisation of material topics is subject to annual independent external assurance. Westpac’s response to its most material topics is contained in the summary of full year performance, below. Material sustainability topic Conduct and culture Customer satisfaction and experience Instances of poor conduct have eroded public trust in the financial services sector, driving an increased focus on corporate culture and improved outcomes for customers Customers’ needs are becoming more complex, and at the same time their expectations around how they want to engage with us are evolving Governance, risk and remuneration Clear governance practices, active management of risk, commitment to compliance, and fair remuneration in our operations, supplier and partner relationships is critical to the longevity and financial wellbeing of the Group Financial and economic performance Maintaining a healthy financial performance and strong balance sheet is vital to the Group’s long term sustainability 2 Customer vulnerability and hardship Our ability to support customers in times of financial hardship and anticipating times when they can become vulnerable allows us to help when it matters most Climate change transition and opportunities Information security and data privacy Maintaining customer confidentiality and the security of our systems is paramount to maintaining trust and confidence Value chain sustainability risks Digital product and service transformation Changing regulatory landscape Digitisation offers opportunities to improve efficiency and deliver new and better customer experiences when, how and where customers choose to engage with us Supervision and regulation in jurisdictions that the Group operate in continue to evolve, creating uncertainty in the operating environment Inclusion and diversity Talent attraction and retention Attracting, retaining and developing our people and helping them to build skills for the future As a major financial institution, we have an important role to play in supporting the transition to an economy that limits global warming to less than two degrees and ensuring clarity around our scientific and principles-based approach to assessing customers and projects We actively manage a range of sustainability risks (including climate change and human rights) in our value chain through our lending to customers, our investments in funds, and through our supply chain Having a workforce that reflects the broader community in which we operate, as well as delivering a better service experience for our customers For further detail, please see our Annual Review and Sustainability Report and Sustainability Performance Report at www.westpac.com.au/sustainability. 128 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 129 Westpac’s approach to sustainability Sustainability goals Our 2018-2020 Sustainability Strategy, informed by our materiality assessments, sets measurable goals against the following priority areas:  Helping people make better financial decisions;  Helping people by being there when it matters most to them; and  Helping people create a prosperous nation. Underpinning these three priority areas is a commitment to fostering a culture of care and doing the right thing, and continuing to lead on the sustainability fundamentals – policies, action plans, frameworks and metrics reporting, in particular building on the climate change, human rights and reconciliation action plans. Performance against sustainability goals Priority areas Goals Helping people make better financial decisions Help more people better understand their financial position, improving their financial confidence Help people recover from financial hardship Help people lift out of a difficult time and recover stronger Helping our most vulnerable customers Helping people by being there when it matters most to them Full Year 2018 performance                Continued to offer a range of products and services, including Westpac SmartPlan, an online tool to help customers manage their credit card balance and pay down their debts more easily; and Westpac Life, a flexible savings account that supports customers’ savings goals; Delivered financial literacy programs to individuals, businesses, not-for-profit organisations and community groups through Davidson Institute in Australia and the Managing Your Money program in New Zealand; and Delivered communications promoting financial capability for different customer segments, including 512,000 children through Mathspace and Year 13 partnerships, 1.5 million young Australians via The Cusp, 229,000 women through Ruby Connection and 2.5 million Australians aged 65+ via Starts at 60. Helped customers experiencing financial hardship, issuing over 37,000 financial assistance packages; and Established a specialist team, with experience in areas such as health and social work, to help customers in highly complex vulnerable circumstances. Announced a $100 million Drought Assistance Package including a range of lending support options such as discounted loans, deferring repayments and adjusted interest rates for customers with Farm Management Deposit (FMD); Donated $100,000 to the Salvation Army Rural Support Services Program and a further $100,000 in Community Recovery Resilience grants; Provided 104 relief packages for customers impacted by natural disasters across Australia; and Donated $50,000 to the PNG Salvation Army to assist with relief efforts following a magnitude 7.5 earthquake in Papua New Guinea. Convened the Vulnerable Customer Council which brings together representatives from customer advocate groups, financial counsellors and community organisations to understand their views and perspectives on our approach to issues impacting vulnerable customers; Established processes to assist customers in vulnerable situations earlier in the complaints process for escalation to a high priority resolution team; Announced ‘Loss of a loved one’ tools and resources to help customers and their family managing a deceased estate; Introduced the option for credit cardholders to block transactions with gambling merchants to support customers vulnerable to a gambling problem manage their credit card spend; Commenced preparations to establish a dedicated customer care team to provide specialist support for remote and Indigenous communities; and Expanded dementia-friendly banking to BankSA and Bank of Melbourne. Westpac’s approach to sustainability Performance against sustainability goals (continued) Priority areas Goals Full Year 2018 performance Build the workforce of the future emerging leaders; and Launched additional learning and development offerings as part of our focus on the future of work to assist employees to develop ‘skills for life’; Introduced a Young Leader Program to develop and support high-potential Published our Science, Technology, Engineering and Mathematics (STEM) Commitment, a series of initiatives and programs centred on investing in and inspiring the next generation, talent incubation, championing change and fostering Invest and back the people and ideas shaping Australia  Westpac Bicentennial Foundation paid $3.7 million in educational scholarships to 100 scholars during Full Year 2018, bringing the total cohort of Westpac Scholars innovation. to 330;  Westpac Foundation Social Scale-up Grants supported social enterprises to create 513 jobs1 for vulnerable Australians;  Westpac Foundation awarded $2 million in Community Grants to support 200 not-for-profit organisations; 275 businesses established through our Many Rivers partnership. Since its establishment, the partnership has created jobs for 1,949 people, with 718 identifying as Indigenous;  Westpac has directly invested in 8 early stage companies; To date, committed $150 million to Reinventure as part of its investment in three funds, supporting 23 early stage companies; Announced 200 Business of Tomorrow program recipients, including a two week study tour to Silicon Valley, $50,000 professional services package and a mentor matching program with notable Australian business leaders offered to the top 20 businesses; and Supported eight early-stage companies through the FUELD accelerator program by supporting them with Data Republic’s data-sharing platform, helping to develop ideas to solve customer and business problems across a range of industries. Increased committed exposure to climate change solutions relative to Full Year 2017, taking total committed exposure to more than $9 billion, progressing towards our 2020 target of $10 billion; Arranged and issued climate-related bonds of $1.7 billion supporting the Group’s $3 billion funding for climate change solutions; and Undertook analysis to understand the implications of 2-degree and 4-degree climate scenarios on our business. at 30 September 2017; and Lent $1.36 billion to the social and affordable housing sector, up from $1.32 billion Conducted an extensive review of the housing affordability challenge, exploring support for innovative housing solutions such as build-to-rent, shared equity and backed emerging charity HeadStart Homes to help Australians living in social housing take steps towards owning their own home. Joined 28 banks in co-founding and drafting the Principles for Responsible Banking, a UNEP-FI initiative to promote alignment of the global banking sector, in making progress on the Sustainable Development Goals and Paris Climate Agreement; Supported dialogue across institutional customers and Westpac experts to collaborate on initiatives towards eradicating modern slavery and other severe human rights issues; and Hosted Westpac’s first Sustainable & Inclusive Sourcing Forum to encourage cross-sector collaboration.  Maintained 50% Women in Leadership roles; Indigenous Australian new hires as a percentage of total hiring was 4.3%; Developed a customised recruitment program – Tailored Talent – to remove some of the traditional barriers to work for people on the autism spectrum; Named as Employer of Choice for Gender Equality by the Workplace Gender Equality Agency for the 8th consecutive year; and Became one of six employers to attain the highest Platinum status in the Australian Workplace Equality Index for LGBTI inclusion. Established a new Customer and Corporate Relations Division, bringing together customer complaints teams from across the Group to complement the role of the Customer Advocate office. Helping people creating a prosperous nation Back the growth of climate change solutions Back the growth of housing affordability solutions Bring together partners and harness the Group capacity to tackle pressing social issues that matter most to the nation Promote an inclusive society, where our workforce reflects our customers A culture that is caring, inclusive and innovative Increase channels where customers can provide feedback                     1 All results as at 30 September 2018 except jobs created through the Westpac Foundation Social Scale-up grant is as at 30 June 2018. Refer to www.westpac.com.au/sustainabilty for glossary of terms and metrics definitions. 130 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 131 Westpac’s approach to sustainability Sustainability goals priority areas:  Helping people make better financial decisions;  Helping people by being there when it matters most to them; and  Helping people create a prosperous nation. Underpinning these three priority areas is a commitment to fostering a culture of care and doing the right thing, and continuing to lead on the sustainability fundamentals – policies, action plans, frameworks and metrics reporting, in particular building on the climate change, human rights and reconciliation action plans. Performance against sustainability goals Priority areas Goals Full Year 2018 performance Helping people make better financial decisions Help more people better understand their financial position, improving their financial confidence Help people recover from financial hardship Help people lift out of a difficult time and recover stronger Helping people by being there when it matters most to them                Continued to offer a range of products and services, including Westpac SmartPlan, an online tool to help customers manage their credit card balance and pay down their debts more easily; and Westpac Life, a flexible savings account that supports customers’ savings goals; Delivered financial literacy programs to individuals, businesses, not-for-profit organisations and community groups through Davidson Institute in Australia and the Managing Your Money program in New Zealand; and Delivered communications promoting financial capability for different customer segments, including 512,000 children through Mathspace and Year 13 partnerships, 1.5 million young Australians via The Cusp, 229,000 women through Ruby Connection and 2.5 million Australians aged 65+ via Starts at 60. Helped customers experiencing financial hardship, issuing over 37,000 financial assistance packages; and Established a specialist team, with experience in areas such as health and social work, to help customers in highly complex vulnerable circumstances. Announced a $100 million Drought Assistance Package including a range of lending support options such as discounted loans, deferring repayments and adjusted interest rates for customers with Farm Management Deposit (FMD); Donated $100,000 to the Salvation Army Rural Support Services Program and a further $100,000 in Community Recovery Resilience grants; Provided 104 relief packages for customers impacted by natural disasters across Australia; and Donated $50,000 to the PNG Salvation Army to assist with relief efforts following a magnitude 7.5 earthquake in Papua New Guinea. Convened the Vulnerable Customer Council which brings together representatives from customer advocate groups, financial counsellors and community organisations to understand their views and perspectives on our approach to issues impacting vulnerable customers; Established processes to assist customers in vulnerable situations earlier in the complaints process for escalation to a high priority resolution team; Introduced the option for credit cardholders to block transactions with gambling merchants to support customers vulnerable to a gambling problem manage their credit card spend; Commenced preparations to establish a dedicated customer care team to provide specialist support for remote and Indigenous communities; and Expanded dementia-friendly banking to BankSA and Bank of Melbourne. Helping our most vulnerable Announced ‘Loss of a loved one’ tools and resources to help customers and their customers family managing a deceased estate; Our 2018-2020 Sustainability Strategy, informed by our materiality assessments, sets measurable goals against the following Performance against sustainability goals (continued) Priority areas Goals Full Year 2018 performance Westpac’s approach to sustainability Build the workforce of the future Invest and back the people and ideas shaping Australia    Launched additional learning and development offerings as part of our focus on the future of work to assist employees to develop ‘skills for life’; Introduced a Young Leader Program to develop and support high-potential emerging leaders; and Published our Science, Technology, Engineering and Mathematics (STEM) Commitment, a series of initiatives and programs centred on investing in and inspiring the next generation, talent incubation, championing change and fostering innovation.  Westpac Bicentennial Foundation paid $3.7 million in educational scholarships to 100 scholars during Full Year 2018, bringing the total cohort of Westpac Scholars to 330;  Westpac Foundation Social Scale-up Grants supported social enterprises to create 513 jobs1 for vulnerable Australians;  Westpac Foundation awarded $2 million in Community Grants to support 200  not-for-profit organisations; 275 businesses established through our Many Rivers partnership. Since its establishment, the partnership has created jobs for 1,949 people, with 718 identifying as Indigenous; 2 Helping people creating a prosperous nation           Back the growth of climate change solutions Back the growth of housing affordability solutions Bring together partners and harness the Group capacity to tackle pressing social issues that matter most to the nation  Westpac has directly invested in 8 early stage companies;  To date, committed $150 million to Reinventure as part of its investment in three funds, supporting 23 early stage companies; Announced 200 Business of Tomorrow program recipients, including a two week study tour to Silicon Valley, $50,000 professional services package and a mentor matching program with notable Australian business leaders offered to the top 20 businesses; and Supported eight early-stage companies through the FUELD accelerator program by supporting them with Data Republic’s data-sharing platform, helping to develop ideas to solve customer and business problems across a range of industries. Increased committed exposure to climate change solutions relative to Full Year 2017, taking total committed exposure to more than $9 billion, progressing towards our 2020 target of $10 billion; Arranged and issued climate-related bonds of $1.7 billion supporting the Group’s $3 billion funding for climate change solutions; and Undertook analysis to understand the implications of 2-degree and 4-degree climate scenarios on our business. Lent $1.36 billion to the social and affordable housing sector, up from $1.32 billion at 30 September 2017; and Conducted an extensive review of the housing affordability challenge, exploring support for innovative housing solutions such as build-to-rent, shared equity and backed emerging charity HeadStart Homes to help Australians living in social housing take steps towards owning their own home. Joined 28 banks in co-founding and drafting the Principles for Responsible Banking, a UNEP-FI initiative to promote alignment of the global banking sector, in making progress on the Sustainable Development Goals and Paris Climate Agreement; Supported dialogue across institutional customers and Westpac experts to collaborate on initiatives towards eradicating modern slavery and other severe human rights issues; and Hosted Westpac’s first Sustainable & Inclusive Sourcing Forum to encourage cross-sector collaboration. Promote an inclusive society, where our workforce reflects our customers A culture that is caring, inclusive and innovative Increase channels where customers can provide feedback  Maintained 50% Women in Leadership roles;   Indigenous Australian new hires as a percentage of total hiring was 4.3%; Developed a customised recruitment program – Tailored Talent – to remove some of the traditional barriers to work for people on the autism spectrum; Named as Employer of Choice for Gender Equality by the Workplace Gender Equality Agency for the 8th consecutive year; and Became one of six employers to attain the highest Platinum status in the Australian Workplace Equality Index for LGBTI inclusion. Established a new Customer and Corporate Relations Division, bringing together customer complaints teams from across the Group to complement the role of the Customer Advocate office.    130 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 131 1 All results as at 30 September 2018 except jobs created through the Westpac Foundation Social Scale-up grant is as at 30 June 2018. Refer to www.westpac.com.au/sustainabilty for glossary of terms and metrics definitions. Westpac’s approach to sustainability Performance against sustainability goals (continued) Priority areas Goals Full Year 2018 performance Employees Human rights Continuing to lead on the Sustainability Fundamentals Sustainability lending and investment Environment2 Responsible Sourcing Community & social impact               Held Group-wide Navigate training to reinforce ‘Our Compass’ – a framework which brings together our vision, service promise, values and Code of Conduct; Implemented recommendations of the Sedgwick Review two years earlier than required by changing remuneration structures for customer-facing employees in Business and Consumer bank; Promoted wellbeing initiatives throughout the year including Men’s Health Week, RUOK? Day, Mental Health Week, Women’s Health Week and White Ribbon Day; Continued to increase awareness through campaigns and training to ensure all employees are familiar with our Whistleblower Protection Policy; Completed the Group roll-out of Motivate, our new approach to performance, development and reward; and Achieved total recordable injury frequency rate (TRIFR) of 3.9 and lost time injury frequency rate (LTIFR) of 0.4. Determined Westpac’s salient1 human rights issues; Released 2017 UK Slavery and Human Trafficking Statement; Supported the introduction of comparable Australian legislation to the UK Modern Slavery Act; Continued to invest in cybersecurity capability to protect the privacy, confidentiality, integrity and availability of customer information and sensitive commercial data; Delivered cybersecurity information sessions for business customers across Australian capital cities, as well as security advice via our digital communications channels; and Continued to enhance our data breach management procedures and strengthened our privacy management framework to protect customer data and minimise the impact on affected individuals and the wider community. Released BTFG’s Sustainable Investment Approach, which addresses ESG issues in our internally managed funds as well as expanding the BT Financial Group ESG exclusions framework, along with removing investment in tobacco and controversial weapons to all funds managed by our internal teams; Strengthened management of climate change risk, establishing a cross-functional committee to oversee initiatives to address the credit, regulatory and legal risks of climate change, including scenario analysis; and Signed the UNEP-FI Tobacco-Free Finance Pledge.   Maintained carbon neutral status;   Achieved a 4.4% reduction in GHG emissions compared to Full Year 2017 and 18.1% compared to Full Year 2016; Achieved a 19.7% reduction in Group paper consumption compared to Full Year 2017 and on track to achieve a 40% reduction in Full Year 2020 since 2016;  Water consumption in all Australian workplaces on track for a 15% reduction by 2020, consuming 409,944 kL in Full Year 2018; Achieved 73% diversion of waste from landfill in Australian offices; and Aligned climate reporting with the recommendations of the Task Force on Climate-Financial Disclosures (TCFD). $17.7 million sourced from diverse suppliers, including $3.8 million from Indigenous suppliers. Contributed over $131 million to community investment excluding commercial sponsorships across the Group; and 16% employees participated in our volunteering programs.      Five year non-financial summary1 Key trends across a range of non-financial areas of performance are provided in the following five year non-financial summary.with a more detailed account of sustainability performance included in our Annual Review and Sustainability Report and Sustainability Performance Report Westpac’s approach to sustainability Customer Total customers (millions)2 Digitally active customers (millions)3 Branches Branches with 24/7 capability (%)4 ATMs Smart ATMs (%)5 Change in consumer compliments (%) - Australia Change in consumer complaints (%) - Australia2 Change in consumer complaints (%) - NZ Employees Total employees (full-time equivalent)6 Employee voluntary attrition (%)7 New starter retention (%)8 Employee engagement index (%)9 Lost Time Injury Frequency Rate (LTIFR)10 Women as percentage of the total workforce (%) Women in leadership (%)11 Environment Total Scope 1 and 2 emissions - Aust and NZ (tonnes CO2-e)12 Total Scope 3 emissions - Aust and NZ (tonnes CO2-e)13 Paper consumption - Aust and NZ (tonnes)14 Sustainable lending and investment Proportion of electricity generation financing in renewables including hydro - Aust and NZ (%)16 Electricity generation portfolio emissions intensity (tonnes CO2-e/MWh)17 Finance assessed under the Equator Principles - Group ($m)18 Social impact Community investment excluding commercial sponsorship ($m)19 Community investment as a percentage of pre-tax profits - Group (%)19 Community investment as a percentage of pre-tax operating profit (cash earnings basis)19 Financial education (participants)20 Supply chain 2018 2017 2016 2015 2014 14.2 5.6 13.9 5.3 13.4 4.9 13.2 4.9 1,204 1,251 1,310 1,429 33 29 27 22 3,222 3,665 3,757 3,850 47 (23) 12 (16) 10.0 84.1 - 0.4 57 50 44 19 (18) (21) 9.6 84.7 79 0.6 58 50 37 38 (31) (7) 10.6 85.5 69 0.8 58 48 31 - (28) (18) 10.6 85.3 - 0.8 59 46 12.9 4.7 1,534 15 3,890 24 - (20) (16) 9.8 88.0 - 1.1 59 44 35,029 35,096 35,580 35,484 36,596 125,973 131,723 154,339 173,437 175,855 64,804 68,415 63,016 67,899 2,189 2,706 3,304 4,857 73,871 5,334 71 65 59 61 59 0.28 773 0.36 891 0.38 617 0.38 1,065 0.41 851 131 1.11 164 1.42 148 1.39 149 1.30 217 2.02 1.12 1.41 1.32 1.33 1.99 133,844 112,263 59,596 65,538 49,812 Climate change solutions attributable financing - Aust and NZ ($m)15 9,113 6,979 6,193 6,054 7,978 Top suppliers assessed against Responsible Sourcing Program Spend with Indigenous Australian suppliers - Australia ($m)21 100 3.8 31 2.5 - 1.6 - 1.2 - - 1 UN language for human rights ‘at risk of most severe negative impact’ through a company’s activities and business relationship. 2 All results as at 30 September 2018 except environmental footprint which is as at 30 June 2018. Refer to www.westpac.com.au/sustainability for glossary of terms and metric definitions. 132 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 133 Westpac’s approach to sustainability Performance against sustainability goals (continued) Priority areas Goals Full Year 2018 performance Employees Day; Human rights commercial data; Continuing to lead on the Sustainability Fundamentals Held Group-wide Navigate training to reinforce ‘Our Compass’ – a framework which brings together our vision, service promise, values and Code of Conduct; Implemented recommendations of the Sedgwick Review two years earlier than required by changing remuneration structures for customer-facing employees in Business and Consumer bank; Promoted wellbeing initiatives throughout the year including Men’s Health Week, RUOK? Day, Mental Health Week, Women’s Health Week and White Ribbon Continued to increase awareness through campaigns and training to ensure all employees are familiar with our Whistleblower Protection Policy; Completed the Group roll-out of Motivate, our new approach to performance, development and reward; and Achieved total recordable injury frequency rate (TRIFR) of 3.9 and lost time injury frequency rate (LTIFR) of 0.4. Determined Westpac’s salient1 human rights issues; Released 2017 UK Slavery and Human Trafficking Statement; Supported the introduction of comparable Australian legislation to the UK Modern Slavery Act; Continued to invest in cybersecurity capability to protect the privacy, confidentiality, integrity and availability of customer information and sensitive Delivered cybersecurity information sessions for business customers across Australian capital cities, as well as security advice via our digital communications channels; and Continued to enhance our data breach management procedures and strengthened our privacy management framework to protect customer data and minimise the impact on affected individuals and the wider community. Released BTFG’s Sustainable Investment Approach, which addresses ESG issues in our internally managed funds as well as expanding the BT Financial Group ESG exclusions framework, along with removing investment in tobacco climate change, including scenario analysis; and Signed the UNEP-FI Tobacco-Free Finance Pledge.  Maintained carbon neutral status; Achieved a 4.4% reduction in GHG emissions compared to Full Year 2017 and 18.1% compared to Full Year 2016; Achieved a 19.7% reduction in Group paper consumption compared to Full Year 2017 and on track to achieve a 40% reduction in Full Year 2020 since 2016;  Water consumption in all Australian workplaces on track for a 15% reduction by 2020, consuming 409,944 kL in Full Year 2018; Achieved 73% diversion of waste from landfill in Australian offices; and Aligned climate reporting with the recommendations of the Task Force on Climate-Financial Disclosures (TCFD). $17.7 million sourced from diverse suppliers, including $3.8 million from                       Environment2 Responsible Sourcing Indigenous suppliers. Community & social impact sponsorships across the Group; and 16% employees participated in our volunteering programs. Contributed over $131 million to community investment excluding commercial Sustainability lending and and controversial weapons to all funds managed by our internal teams; investment Strengthened management of climate change risk, establishing a cross-functional committee to oversee initiatives to address the credit, regulatory and legal risks of Five year non-financial summary1 Key trends across a range of non-financial areas of performance are provided in the following five year non-financial summary.with a more detailed account of sustainability performance included in our Annual Review and Sustainability Report and Sustainability Performance Report Westpac’s approach to sustainability Customer Total customers (millions)2 Digitally active customers (millions)3 Branches Branches with 24/7 capability (%)4 ATMs Smart ATMs (%)5 Change in consumer compliments (%) - Australia Change in consumer complaints (%) - Australia2 Change in consumer complaints (%) - NZ Employees Total employees (full-time equivalent)6 Employee voluntary attrition (%)7 New starter retention (%)8 Employee engagement index (%)9 Lost Time Injury Frequency Rate (LTIFR)10 Women as percentage of the total workforce (%) Women in leadership (%)11 Environment Total Scope 1 and 2 emissions - Aust and NZ (tonnes CO2-e)12 Total Scope 3 emissions - Aust and NZ (tonnes CO2-e)13 Paper consumption - Aust and NZ (tonnes)14 Sustainable lending and investment Climate change solutions attributable financing - Aust and NZ ($m)15 Proportion of electricity generation financing in renewables including hydro - Aust and NZ (%)16 Electricity generation portfolio emissions intensity (tonnes CO2-e/MWh)17 Finance assessed under the Equator Principles - Group ($m)18 Social impact Community investment excluding commercial sponsorship ($m)19 Community investment as a percentage of pre-tax profits - Group (%)19 Community investment as a percentage of pre-tax operating profit (cash earnings basis)19 Financial education (participants)20 Supply chain 2018 2017 2016 2015 2014 14.2 5.6 13.9 5.3 13.4 4.9 13.2 4.9 1,204 1,251 1,310 1,429 33 29 27 22 3,222 3,665 3,757 3,850 47 (23) 12 (16) 44 19 (18) (21) 37 38 (31) (7) 31 - (28) (18) 12.9 4.7 1,534 15 3,890 24 - (20) (16) 2 35,029 35,096 35,580 35,484 36,596 10.0 84.1 - 0.4 57 50 9.6 84.7 79 0.6 58 50 10.6 85.5 69 0.8 58 48 10.6 85.3 - 0.8 59 46 9.8 88.0 - 1.1 59 44 125,973 131,723 154,339 173,437 175,855 64,804 68,415 63,016 67,899 2,189 2,706 3,304 4,857 73,871 5,334 9,113 6,979 6,193 6,054 7,978 71 65 59 61 59 0.28 773 0.36 891 0.38 617 0.38 1,065 0.41 851 131 1.11 164 1.42 148 1.39 149 1.30 217 2.02 1.12 1.41 1.32 1.33 1.99 133,844 112,263 59,596 65,538 49,812 Top suppliers assessed against Responsible Sourcing Program Spend with Indigenous Australian suppliers - Australia ($m)21 100 3.8 31 2.5 - 1.6 - 1.2 - - 1 UN language for human rights ‘at risk of most severe negative impact’ through a company’s activities and business relationship. 2 All results as at 30 September 2018 except environmental footprint which is as at 30 June 2018. Refer to www.westpac.com.au/sustainability for glossary of terms and metric definitions. 132 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 133 Westpac’s approach to sustainability 1 2 All data represents Group performance as at 30 September unless otherwise stated. All customers with an active relationship (excludes channel only and potential relationships). FY17 restated from 13.8 to 13.9, FY15 from 13.1 to 13.2 and FY14 from 12.8 to 12.9. FY15 Change in consumer complaints for Australia restated from (31) to (28) and FY14 from (27) to (20). Unique customers who have successfully authenticated (including Quickzone) into the digital banking platforms within 90 days. Figures prior to 2016 are not comparable. Branches that allow customers to self-serve 24/7 via a range of devices that allow them to withdraw and deposit cash, coin exchange etc. (not all these services would be available at every 24/7 zone). Access determined by individual location (i.e. shopping centre opening hours may prevent 24/7 access). ATMs with deposit taking functionality. Excludes old style envelope deposit machines. Full-time equivalent employees include permanent (full-time and pro-rata part-time staff) employees, and temporary (overtime, temporary and contract staff) employees. Employee voluntary attrition refers to the total voluntary separation of permanent employees over the 12 month average total permanent headcount for the period (includes full time, part time and maximum term employees). Westpac Pacific figures included since FY15. New starter retention over the 12 month rolling new starter headcount for the period (includes full time and part time permanent employees). Westpac Pacific figures included since FY15. New employee engagement survey conducted from 2016 and prior data not included due to change in survey methodology. From 2017 the survey is conducted every two years and the next survey will be in 2019. Lost Time Injury Frequency Rate (LTIFR) measures the number of Lost Time Injuries, defined as injuries or illnesses (based on workers compensation claims accepted) resulting in an employee being unable to work for a full scheduled day (or shift) other than the day (or shift) on which the injury occurred where work was a significant contributing factor, per one million hours worked in the rolling 12 months reported. Westpac Pacific figures included since FY16. 3 4 5 6 7 8 9 10 11 Women in Leadership refers to the proportion of women (permanent and maximum term) in leadership roles across the Group. It includes the CEO, Group Executives, General Managers, senior leaders with significant influence on business outcomes (direct reports to General Managers and their direct reports) large (3+) team people leaders three levels below General Manager, and Bank and Assistant Bank Managers. 12 Scope 1 greenhouse emissions are the release of greenhouse gases into the atmosphere as a direct result of Westpac's Australian and New Zealand banking operations. Scope 2 emissions are indirect greenhouse gas emissions from consumption of purchased electricity from Westpac's Australian and New Zealand banking operations. Australian data is prepared in accordance with the National Greenhouse and Energy Reporting Act 2007. New Zealand data is prepared in accordance with the guidance for Voluntary Corporate Greenhouse Gas Reporting published by the New Zealand Ministry for the Environment. These definitions also align with the GHG protocol and ISO 14064- 1 standard and are reported for the period 1 July to 30 June. 13 Scope 3 emissions are greenhouse gases emitted as a consequence of Westpac's Australian and New Zealand banking operations but by another facility. Australian data is prepared in accordance with the National Carbon Offset Standard. New Zealand data is prepared in accordance with the New Zealand Ministry for the Environment for GHG reporting. These definitions also align with the GHG protocol and ISO 14064-1 standard and are reported for the period 1 July to 30 June. Total copy paper purchased (in tonnes) by the Group as reported by its suppliers. Indicator name changed from ‘CleanTech and environmental services attributable financing - Aust and NZ ($m)’ to ‘Climate change and solutions attributable financing - Aust and NZ ($m)’ in 2018. 16 Measured as the percentage of indirect and direct financing (total committed exposure) to energy generation assets in the Australian and 14 15 New Zealand electricity markets. 17 Data is based on the reported exposures to energy generation (AUD lending only). The average financed emissions intensity is calculated 18 19 by weighting each loan (total committed exposures) by the emissions intensity of each company. The Equator Principles is a voluntary set of standards for determining, assessing and managing social and environmental risk in project financing. Indicator name changed from ‘Community investment ($m)’ to ‘Community investment excluding commercial sponsorships ($m)’ in 2018. 2017 figures were restated to be comparable with 2018. 2018 and 2017 figures include monetary contributions, time contributions, management costs and in-kind contributions comprising gifts and foregone fee revenue. 2016 and prior periods were not restated, and also include commercial sponsorships. The 2014 figures includes Westpac's $100 million contribution to the Westpac Bicentennial Foundation. Total number of employees, customers and general public engaging with financial education materials offered by the Westpac Group during the year. In Australia financial education covers personal, business and social sector content inclusive of modules on financial basics, owning your home, building wealth, retirement planning, starting and growing a business and financials for non-profit organisations, delivered through webinars and face to face. New Zealand and Pacific businesses deliver locally tailored programs. 21 Annual spend with businesses that are 51% or more owned and operated by an Aboriginal or Torres Strait Islander person and certified 20 with a relevant member organisation. Westpac uses scenario analysis to guide its climate change strategy and to analyse the implications of climate-related factors 134 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 135 Westpac’s approach to sustainability 2.6.1 Climate-related financial disclosures The Group has long recognised that climate change is one of the most significant issues that will impact the long- term prosperity of the economy and way of life. Westpac was the first Australian bank to recognise the importance of limiting global warming to less than two degrees and that to do this, global emissions need to reach net zero in the second half of this century. 2018 marks a decade since we released our first climate change position statement. Westpac continues to integrate the consideration of climate-related risks and opportunities into business operations. This includes alignment with the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD), which the Group has publically committed to support. The Westpac Group’s performance against the recommendations of the TCFD is summarised below. Governance The highest level of direct responsibility for climate change at Westpac Group sits with the Board. The Group’s third Climate Change Position Statement and 2020 Action Plan (CCPS) was approved by the Group Executive and the Board in 2017. It covers the management of Westpac’s direct carbon footprint, criteria to manage the carbon impact of lending to emissions intensive sectors, measuring and reporting of performance, and the incorporation of climate change considerations into the Group’s risk management framework. Management of climate change at the Board level is cascaded to Group Executives. The Sustainability Council formed in 2008, and Chaired by Group Executive – Customer & Corporate Relations, brings together senior leaders from across the Group with the explicit responsibility for managing our sustainability agenda including climate change. The Council meets at least quarterly and has climate change as a fixed agenda item. The Council reports to the Board through twice-yearly updates. The Council has oversight of committees established to oversee particular aspects of the Group’s CCPS. This includes the Climate Change Solutions Committee which meets at least quarterly and is focused on initiatives to achieve Westpac’s targets for lending to and facilitating climate change solutions. The Climate Change Risk Committee oversees initiatives to address credit, regulatory and legal risks of climate change, including scenario analysis, and reports to the Council on a quarterly basis. The Environment Management Committee oversees strategies and initiatives to reduce the Group’s direct environmental footprint, particularly targets around energy and emissions, and reports to the Council on a quarterly basis. Strategy The Group’s 2018-2020 Sustainability Strategy and Climate Change Position Statement and 2020 Action Plan (CCPS) describe Westpac’s climate change strategy. The strategy is underpinned by principles which recognise that: The CCPS identifies 5 focus areas where the Group is expected to direct its attention over the short, medium and long term:  A transition to a net zero economy is required;  Economic growth and emissions reductions are complementary goals;  Addressing climate change creates financial opportunities;  Climate-related risk is a financial risk; and  Transparency and disclosure matters.  Provide finance to back climate change solutions;  Support businesses that manage their climate-related risks;  Help individual customers respond to climate change;  Improve and disclose our climate change performance; and  Advocate for policies that stimulate investment in climate change solutions. to its business. Risk management and scenario analysis Further details about Westpac’s approach to climate related risks and its use of scenario analysis to help guide its climate change strategy and analyse the implications of climate-related factors to its business is set out in the ‘Risk and risk management’ section. Updates on work to assess the implications of the Intergovernmental Panel on Climate Change report on Global Warming of 1.5 degrees will be released in 2019. Westpac’s approach to sustainability 1 2 3 4 5 6 7 8 9 10 14 15 18 19 20 All data represents Group performance as at 30 September unless otherwise stated. All customers with an active relationship (excludes channel only and potential relationships). FY17 restated from 13.8 to 13.9, FY15 from 13.1 to 13.2 and FY14 from 12.8 to 12.9. FY15 Change in consumer complaints for Australia restated from (31) to (28) and FY14 from Unique customers who have successfully authenticated (including Quickzone) into the digital banking platforms within 90 days. Figures (27) to (20). prior to 2016 are not comparable. Branches that allow customers to self-serve 24/7 via a range of devices that allow them to withdraw and deposit cash, coin exchange etc. (not all these services would be available at every 24/7 zone). Access determined by individual location (i.e. shopping centre opening hours may prevent 24/7 access). ATMs with deposit taking functionality. Excludes old style envelope deposit machines. Full-time equivalent employees include permanent (full-time and pro-rata part-time staff) employees, and temporary (overtime, temporary and contract staff) employees. Employee voluntary attrition refers to the total voluntary separation of permanent employees over the 12 month average total permanent headcount for the period (includes full time, part time and maximum term employees). Westpac Pacific figures included since FY15. New starter retention over the 12 month rolling new starter headcount for the period (includes full time and part time permanent employees). Westpac Pacific figures included since FY15. New employee engagement survey conducted from 2016 and prior data not included due to change in survey methodology. From 2017 the survey is conducted every two years and the next survey will be in 2019. Lost Time Injury Frequency Rate (LTIFR) measures the number of Lost Time Injuries, defined as injuries or illnesses (based on workers compensation claims accepted) resulting in an employee being unable to work for a full scheduled day (or shift) other than the day (or shift) on which the injury occurred where work was a significant contributing factor, per one million hours worked in the rolling 12 months reported. Westpac Pacific figures included since FY16. 11 Women in Leadership refers to the proportion of women (permanent and maximum term) in leadership roles across the Group. It includes the CEO, Group Executives, General Managers, senior leaders with significant influence on business outcomes (direct reports to General Managers and their direct reports) large (3+) team people leaders three levels below General Manager, and Bank and Assistant Bank Managers. 12 Scope 1 greenhouse emissions are the release of greenhouse gases into the atmosphere as a direct result of Westpac's Australian and New Zealand banking operations. Scope 2 emissions are indirect greenhouse gas emissions from consumption of purchased electricity from Westpac's Australian and New Zealand banking operations. Australian data is prepared in accordance with the National Greenhouse and Energy Reporting Act 2007. New Zealand data is prepared in accordance with the guidance for Voluntary Corporate Greenhouse Gas Reporting published by the New Zealand Ministry for the Environment. These definitions also align with the GHG protocol and ISO 14064- 1 standard and are reported for the period 1 July to 30 June. 13 Scope 3 emissions are greenhouse gases emitted as a consequence of Westpac's Australian and New Zealand banking operations but by another facility. Australian data is prepared in accordance with the National Carbon Offset Standard. New Zealand data is prepared in accordance with the New Zealand Ministry for the Environment for GHG reporting. These definitions also align with the GHG protocol and ISO 14064-1 standard and are reported for the period 1 July to 30 June. Total copy paper purchased (in tonnes) by the Group as reported by its suppliers. Indicator name changed from ‘CleanTech and environmental services attributable financing - Aust and NZ ($m)’ to ‘Climate change and solutions attributable financing - Aust and NZ ($m)’ in 2018. 16 Measured as the percentage of indirect and direct financing (total committed exposure) to energy generation assets in the Australian and New Zealand electricity markets. 17 Data is based on the reported exposures to energy generation (AUD lending only). The average financed emissions intensity is calculated by weighting each loan (total committed exposures) by the emissions intensity of each company. The Equator Principles is a voluntary set of standards for determining, assessing and managing social and environmental risk in project Indicator name changed from ‘Community investment ($m)’ to ‘Community investment excluding commercial sponsorships ($m)’ in 2018. 2017 figures were restated to be comparable with 2018. 2018 and 2017 figures include monetary contributions, time contributions, management costs and in-kind contributions comprising gifts and foregone fee revenue. 2016 and prior periods were not restated, and also include commercial sponsorships. The 2014 figures includes Westpac's $100 million contribution to the Westpac Bicentennial financing. Foundation. Total number of employees, customers and general public engaging with financial education materials offered by the Westpac Group during the year. In Australia financial education covers personal, business and social sector content inclusive of modules on financial basics, owning your home, building wealth, retirement planning, starting and growing a business and financials for non-profit organisations, delivered through webinars and face to face. New Zealand and Pacific businesses deliver locally tailored programs. 21 Annual spend with businesses that are 51% or more owned and operated by an Aboriginal or Torres Strait Islander person and certified with a relevant member organisation. Westpac’s approach to sustainability 2.6.1 Climate-related financial disclosures The Group has long recognised that climate change is one of the most significant issues that will impact the long- term prosperity of the economy and way of life. Westpac was the first Australian bank to recognise the importance of limiting global warming to less than two degrees and that to do this, global emissions need to reach net zero in the second half of this century. 2018 marks a decade since we released our first climate change position statement. Westpac continues to integrate the consideration of climate-related risks and opportunities into business operations. This includes alignment with the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD), which the Group has publically committed to support. The Westpac Group’s performance against the recommendations of the TCFD is summarised below. Governance The highest level of direct responsibility for climate change at Westpac Group sits with the Board. The Group’s third Climate Change Position Statement and 2020 Action Plan (CCPS) was approved by the Group Executive and the Board in 2017. It covers the management of Westpac’s direct carbon footprint, criteria to manage the carbon impact of lending to emissions intensive sectors, measuring and reporting of performance, and the incorporation of climate change considerations into the Group’s risk management framework. 2 Management of climate change at the Board level is cascaded to Group Executives. The Sustainability Council formed in 2008, and Chaired by Group Executive – Customer & Corporate Relations, brings together senior leaders from across the Group with the explicit responsibility for managing our sustainability agenda including climate change. The Council meets at least quarterly and has climate change as a fixed agenda item. The Council reports to the Board through twice-yearly updates. The Council has oversight of committees established to oversee particular aspects of the Group’s CCPS. This includes the Climate Change Solutions Committee which meets at least quarterly and is focused on initiatives to achieve Westpac’s targets for lending to and facilitating climate change solutions. The Climate Change Risk Committee oversees initiatives to address credit, regulatory and legal risks of climate change, including scenario analysis, and reports to the Council on a quarterly basis. The Environment Management Committee oversees strategies and initiatives to reduce the Group’s direct environmental footprint, particularly targets around energy and emissions, and reports to the Council on a quarterly basis. Strategy The Group’s 2018-2020 Sustainability Strategy and Climate Change Position Statement and 2020 Action Plan (CCPS) describe Westpac’s climate change strategy. The strategy is underpinned by principles which recognise that:  A transition to a net zero economy is required;  Economic growth and emissions reductions are complementary goals;  Addressing climate change creates financial opportunities;  Climate-related risk is a financial risk; and  Transparency and disclosure matters. The CCPS identifies 5 focus areas where the Group is expected to direct its attention over the short, medium and long term:  Provide finance to back climate change solutions;  Support businesses that manage their climate-related risks;  Help individual customers respond to climate change;   Advocate for policies that stimulate investment in climate change solutions. Improve and disclose our climate change performance; and Westpac uses scenario analysis to guide its climate change strategy and to analyse the implications of climate-related factors to its business. Risk management and scenario analysis Further details about Westpac’s approach to climate related risks and its use of scenario analysis to help guide its climate change strategy and analyse the implications of climate-related factors to its business is set out in the ‘Risk and risk management’ section. Updates on work to assess the implications of the Intergovernmental Panel on Climate Change report on Global Warming of 1.5 degrees will be released in 2019. 134 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 135 Westpac’s approach to sustainability Metrics and targets Metrics Support for climate solutions  Lending exposure to climate solutions  Facilitation of climate solutions Energy generation  Emission intensity of power generation portfolio  Energy mix of electricity generation exposure (WIB only) Coal mining  Coal extraction (TCE)  Thermal coal portfolio quality Direct footprint  Total Scope 1, 2 & 3 emissions (tCO2e)  Carbon neutral operations Climate change portfolio resilience (metrics tbc)  Transition risk - 2 degree scenario to 2030  Physical risk - 4 degree scenario to 2050 Further Information Full Year 2018 performance  $9.1 billion vs 2020 target - $10bn  $1.7 billion climate-related bonds vs 2020 target - $3bn  0.28 (tCO2e/MWh)1 vs 2020 target 0.30 (tCO2e/MWh)  71% renewable versus 29% non-renewables.  $1.4 billion in coal (metallurgical and thermal) representing 1% of the Group’s total committed exposure (TCE)  Existing projects > 5,700 kCal/kg – Compliant  New projects > 6,300 kCal/Kg - Compliant  193,588 tCO2e1 - an annual reduction of 4.4% towards 2020 target of 9%  Carbon neutrality maintained  Approximately 4% of total business lending exposed to sectors that may experience higher risk in a transition to a 2 degree economy  Approximately 1.7% of Australian mortgage portfolio in postcodes which may be exposed to higher physical risks at 4 degrees of warming Further details on Westpac’s climate change reporting can be found across the Group’s annual reporting suite: TCFD recommendation Governance Strategy Risk Management including scenario analysis Metrics and Targets Location  Annual Report Climate-related financial disclosures  Sustainability Performance Report – The fundamentals  Climate Change Position Statement & 2020 Action Plan  Annual Report – Climate-related financial disclosures  Sustainability Performance Report – Value chain risk  Climate Change Position Statement & 2020 Action Plan  Annual Report – Risk and risk management  Sustainability Performance Report – Value chain risk  Climate Change Position Statement & 2020 Action Plan  Annual Report - Climate-related financial disclosures Sustainability Performance Report – Value chain risk Westpac’s approach to sustainability 2.6.2 Westpac’s commitment to human rights Westpac recognises that respecting and advancing human rights helps us to achieve our vision to help our customers, communities and employees to prosper and grow. Westpac is a signatory of the United Nations Global Compact and supporter of the UN’s ‘Protect, Respect, Remedy’ framework. The Group’s implementation of the framework is guided by the UN Guiding Principles on Business and Human Rights (UNGP). The Group’s Human Rights Position Statement and 2020 Action Plan (HRPS) covers Westpac’s human rights-related commitments, principles, focus, approach, governance and related policies, statements, frameworks and action plans; considering its role as an employer, a customer services provider, a buyer, a financial services provider, a supporter of communities and a responsible business. Implementation of Westpac’s commitment to human rights The highest level of responsibility for human rights at Westpac Group lies with the Board. The HRPS was approved by the Group Executive and the Board in 2017. Management of human rights is cascaded to Group Executives. The Sustainability Council provides strategic advice to Group Executives and brings together senior leaders from across the Group with explicit responsibility for managing Westpac’s sustainability agenda including human rights. The Council meets at least quarterly and has human rights as a fixed agenda item. The Council reports to the Board through twice-yearly updates. The Council has oversight of the Human Rights Working Group which meets quarterly to implement the consideration of human rights into day to day decision-making. This year the Working Group considered human rights in relation to:  Customer and employee privacy;  Sensitive sectors such as gambling and franchise based business models;  Integration of human rights risk assessments in lending, partnerships and supplier arrangements; and  Defining the Group’s salient human rights issues1. Salient human rights issues The Group continued to refine its approach to report and assess its salient human rights issues in 2018. Stakeholder consultations with the assistance of third-party experts, as well as the Group’s Stakeholder Advisory Council, determined the following salient issues for the Group: Salient issue Stakeholders at risk of being Potential impacts Respecting people’s privacy Customer vulnerability impacted Retail and business customers, employees, contractors, suppliers Customers and wider customer value Economic and social disadvantage of Abuse, loss and breach of personal data and privacy customers Exclusion and discrimination in Current and prospective employees and Inability to have full and equal employment participation in employment Unfair wages and conditions for workers in the value chain Suppliers, third-party service providers Impact to an individual’s health and and corporate, institutional and safety, prosperity, security and standard government customers of living chain contractors Management of salient human rights issues A range of policies and strategies outlined in the Statement guide the Group’s response to human rights issues. Westpac’s approach to engagement with stakeholders is set out in the Group’s Stakeholder Engagement Framework and is aligned to the AA1000 Stakeholder Engagement Standard. This year the Group engaged with stakeholders in a number of ways to validate and improve its approach, including through:  Discussions with the Group’s Stakeholder Advisory Council to determine salient issues and to develop new and refine existing policies;  Providing perspectives to NGOs on grievance mechanisms in the banking sector; and  Participating in government consultations on the development of an Australian Modern Slavery Act. Westpac has a range of mechanisms such as its Whistleblower hotline, Office of the Customer Advocate, feedback and complaints webpages and phone lines to protect the interests of our people and customers across the Group. Where appropriate some of these mechanisms are equipped to remediate human rights issues. The Group reports further detail on its Human Rights performance in its 2018 Sustainability Performance Report. It also produces a slavery and human trafficking statement in line with its obligations under the United Kingdom’s Modern Slavery Act. 1 Total Scope 1, 2, and 3 emissions are as at 30 June 2018. Refer to www.westpac.com.au / sustainability for glossary of terms and metric definitions. 1 UN language for Human Rights ‘at risk of most severe negative impact through a company’s activities and business relationships’. 136 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 137 Westpac’s approach to sustainability Metrics and targets Metrics Support for climate solutions  Lending exposure to climate solutions  Facilitation of climate solutions Energy generation  Emission intensity of power generation portfolio  Energy mix of electricity generation exposure (WIB only) Coal mining  Coal extraction (TCE)  Thermal coal portfolio quality Direct footprint  Total Scope 1, 2 & 3 emissions (tCO2e)  Carbon neutral operations Climate change portfolio resilience (metrics tbc)  Transition risk - 2 degree scenario to 2030  Physical risk - 4 degree scenario to 2050 Full Year 2018 performance  $9.1 billion vs 2020 target - $10bn  $1.7 billion climate-related bonds vs 2020 target - $3bn  0.28 (tCO2e/MWh)1 vs 2020 target 0.30 (tCO2e/MWh)  71% renewable versus 29% non-renewables.  $1.4 billion in coal (metallurgical and thermal) representing 1% of the Group’s total committed exposure (TCE)  Existing projects > 5,700 kCal/kg – Compliant  New projects > 6,300 kCal/Kg - Compliant  193,588 tCO2e1 - an annual reduction of 4.4% towards 2020 target of 9%  Carbon neutrality maintained  Approximately 4% of total business lending exposed to sectors that may experience higher risk in a transition to a 2 degree economy  Approximately 1.7% of Australian mortgage portfolio in postcodes which may be exposed to higher physical risks at 4 degrees of warming Further details on Westpac’s climate change reporting can be found across the Group’s annual reporting suite: Further Information TCFD recommendation Location Governance Strategy Risk Management including scenario analysis  Annual Report Climate-related financial disclosures  Sustainability Performance Report – The fundamentals  Climate Change Position Statement & 2020 Action Plan  Annual Report – Climate-related financial disclosures  Sustainability Performance Report – Value chain risk  Climate Change Position Statement & 2020 Action Plan  Annual Report – Risk and risk management  Sustainability Performance Report – Value chain risk  Climate Change Position Statement & 2020 Action Plan Metrics and Targets Report – Value chain risk  Annual Report - Climate-related financial disclosures Sustainability Performance Westpac’s approach to sustainability 2.6.2 Westpac’s commitment to human rights Westpac recognises that respecting and advancing human rights helps us to achieve our vision to help our customers, communities and employees to prosper and grow. Westpac is a signatory of the United Nations Global Compact and supporter of the UN’s ‘Protect, Respect, Remedy’ framework. The Group’s implementation of the framework is guided by the UN Guiding Principles on Business and Human Rights (UNGP). The Group’s Human Rights Position Statement and 2020 Action Plan (HRPS) covers Westpac’s human rights-related commitments, principles, focus, approach, governance and related policies, statements, frameworks and action plans; considering its role as an employer, a customer services provider, a buyer, a financial services provider, a supporter of communities and a responsible business. Implementation of Westpac’s commitment to human rights The highest level of responsibility for human rights at Westpac Group lies with the Board. The HRPS was approved by the Group Executive and the Board in 2017. Management of human rights is cascaded to Group Executives. The Sustainability Council provides strategic advice to Group Executives and brings together senior leaders from across the Group with explicit responsibility for managing Westpac’s sustainability agenda including human rights. The Council meets at least quarterly and has human rights as a fixed agenda item. The Council reports to the Board through twice-yearly updates. 2 The Council has oversight of the Human Rights Working Group which meets quarterly to implement the consideration of human rights into day to day decision-making. This year the Working Group considered human rights in relation to:  Customer and employee privacy;  Sensitive sectors such as gambling and franchise based business models;   Defining the Group’s salient human rights issues1. Integration of human rights risk assessments in lending, partnerships and supplier arrangements; and Salient human rights issues The Group continued to refine its approach to report and assess its salient human rights issues in 2018. Stakeholder consultations with the assistance of third-party experts, as well as the Group’s Stakeholder Advisory Council, determined the following salient issues for the Group: Salient issue Respecting people’s privacy Customer vulnerability Exclusion and discrimination in employment Unfair wages and conditions for workers in the value chain Stakeholders at risk of being impacted Retail and business customers, employees, contractors, suppliers Customers and wider customer value chain Potential impacts Abuse, loss and breach of personal data and privacy Economic and social disadvantage of customers Current and prospective employees and contractors Suppliers, third-party service providers and corporate, institutional and government customers Inability to have full and equal participation in employment Impact to an individual’s health and safety, prosperity, security and standard of living Management of salient human rights issues A range of policies and strategies outlined in the Statement guide the Group’s response to human rights issues. Westpac’s approach to engagement with stakeholders is set out in the Group’s Stakeholder Engagement Framework and is aligned to the AA1000 Stakeholder Engagement Standard. This year the Group engaged with stakeholders in a number of ways to validate and improve its approach, including through:  Discussions with the Group’s Stakeholder Advisory Council to determine salient issues and to develop new and refine existing policies;  Providing perspectives to NGOs on grievance mechanisms in the banking sector; and  Participating in government consultations on the development of an Australian Modern Slavery Act. Westpac has a range of mechanisms such as its Whistleblower hotline, Office of the Customer Advocate, feedback and complaints webpages and phone lines to protect the interests of our people and customers across the Group. Where appropriate some of these mechanisms are equipped to remediate human rights issues. The Group reports further detail on its Human Rights performance in its 2018 Sustainability Performance Report. It also produces a slavery and human trafficking statement in line with its obligations under the United Kingdom’s Modern Slavery Act. 1 Total Scope 1, 2, and 3 emissions are as at 30 June 2018. Refer to www.westpac.com.au / sustainability for glossary of terms and metric definitions. 1 UN language for Human Rights ‘at risk of most severe negative impact through a company’s activities and business relationships’. 136 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 137 Other Westpac business information Auditor’s remuneration, including goods and services tax, to the external auditor for the years ended 30 September 2018 and Auditor’s remuneration 2017 is provided in Note 39 to the financial statements. Audit related services Westpac Group Secretariat monitors the application of the pre-approval process in respect of audit, audit-related and non-audit services provided by PricewaterhouseCoopers (PwC) and promptly brings to the attention of the BAC any exceptions that need to be approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. The pre-approval guidelines are communicated to Westpac’s divisions through publication on the Westpac intranet. During the year ended 30 September 2018, there were no fees paid by Westpac to PwC that required approval by the BAC pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. Other Westpac business information Employees The number of employees in each area of business as at 30 September: Consumer Bank Business Bank BT Financial Group (Australia) Westpac Institutional Bank Westpac New Zealand Group Businesses Total Group businesses1 2018 2017 2016 10,158 10,162 3,092 3,860 2,649 4,182 11,088 35,029 3,136 4,175 2,682 4,328 10,613 35,096 9,207 3,186 4,153 2,693 4,445 11,896 35,580 2018 v 2017 FTE decreased 67 over the year. Delivery of productivity initiatives accelerated in the last quarter, more than offsetting the additional resources required for regulatory and compliance related activities and the Group’s investment programs across the year. Property We occupy premises primarily in Australia, New Zealand and the Pacific Islands including 1,204 branches (2017: 1,251) as at 30 September 2018. As at 30 September 2018, we owned approximately 1.5% (2017: 1.6%) of the premises we occupied in Australia, none (2017: none) in New Zealand and 40% (2017: 40%) in the Pacific Islands. The remainder of premises are held under commercial lease with terms generally averaging three to five years. As at 30 September 2018, the carrying value of our directly owned premises and sites was approximately $89 million (2017: $95 million). Westpac Place in the Sydney CBD is the Group’s head office. In December 2015, an Agreement for Lease was executed for 275 Kent Street, allowing for Westpac’s continued occupation of levels 1-23 until 2030, and for an earlier exit of levels 24-32 in 2024. This site is currently undergoing a refurbishment program and will have the capacity for over 6,000 staff in an agile environment upon its completion. Westpac also occupies levels 1-28 of T2 in International Towers Sydney with a lease running until 2030. This site has a capacity for over 6,000 personnel in an agile environment. We continue a corporate presence in Kogarah, in the Sydney metro area, which is a key corporate office of St.George. The Kogarah office has a 2,650 seat capacity and is home to ‘The Hive’, our innovation centre. A lease commitment at this site extends to 2034 with five five-year options to extend. In Melbourne, Westpac has occupied the majority of 150 Collins Street since October 2015 with a lease term that extends to 2026. This was Westpac’s first fully agile workspace environment with over 1,000 staff now occupying our new Melbourne Head Office. ‘Westpac on Takutai Square’ is Westpac New Zealand’s head office, located at the eastern end of Britomart Precinct near Customs Street in Auckland, contains 24,510 square metres of office space across two buildings. A lease commitment at this site extends to 2021, with two six-year options to extend. Significant long term agreements Westpac has no individual contracts, other than contracts entered into in the ordinary course of business, that would constitute a material contract. Related party disclosures Details of our related party disclosures are set out in Note 40 to the financial statements and details of Directors’ interests in securities are set out in the Remuneration Report included in the Directors’ Report. Other than as disclosed in Note 40 to the financial statements and the Remuneration Report, if applicable, loans made to parties related to Directors and other key management personnel of Westpac are made in the ordinary course of business on normal terms and conditions (including interest rates and collateral). Loans are made on the same terms and conditions (including interest rates and collateral) as they apply to other employees and certain customers in accordance with established policy. These loans do not involve more than the normal risk of collectability or present any other unfavourable features. 1 Total employees include full-time, pro-rata part time, overtime, temporary and contract staff. 138 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 139 2018 2017 2016 10,158 10,162 3,092 3,860 2,649 4,182 11,088 35,029 3,136 4,175 2,682 4,328 10,613 35,096 9,207 3,186 4,153 2,693 4,445 11,896 35,580 Other Westpac business information Auditor’s remuneration Auditor’s remuneration, including goods and services tax, to the external auditor for the years ended 30 September 2018 and 2017 is provided in Note 39 to the financial statements. Audit related services Westpac Group Secretariat monitors the application of the pre-approval process in respect of audit, audit-related and non-audit services provided by PricewaterhouseCoopers (PwC) and promptly brings to the attention of the BAC any exceptions that need to be approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. The pre-approval guidelines are communicated to Westpac’s divisions through publication on the Westpac intranet. During the year ended 30 September 2018, there were no fees paid by Westpac to PwC that required approval by the BAC pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. 2 Other Westpac business information Employees The number of employees in each area of business as at 30 September: Consumer Bank Business Bank BT Financial Group (Australia) Westpac Institutional Bank Westpac New Zealand Group Businesses Total Group businesses1 2018 v 2017 year. Property FTE decreased 67 over the year. Delivery of productivity initiatives accelerated in the last quarter, more than offsetting the additional resources required for regulatory and compliance related activities and the Group’s investment programs across the We occupy premises primarily in Australia, New Zealand and the Pacific Islands including 1,204 branches (2017: 1,251) as at 30 September 2018. As at 30 September 2018, we owned approximately 1.5% (2017: 1.6%) of the premises we occupied in Australia, none (2017: none) in New Zealand and 40% (2017: 40%) in the Pacific Islands. The remainder of premises are held under commercial lease with terms generally averaging three to five years. As at 30 September 2018, the carrying value of our directly owned premises and sites was approximately $89 million (2017: $95 million). Westpac Place in the Sydney CBD is the Group’s head office. In December 2015, an Agreement for Lease was executed for 275 Kent Street, allowing for Westpac’s continued occupation of levels 1-23 until 2030, and for an earlier exit of levels 24-32 in 2024. This site is currently undergoing a refurbishment program and will have the capacity for over 6,000 staff in an agile environment upon its completion. Westpac also occupies levels 1-28 of T2 in International Towers Sydney with a lease running until 2030. This site has a capacity for over 6,000 personnel in an agile environment. We continue a corporate presence in Kogarah, in the Sydney metro area, which is a key corporate office of St.George. The Kogarah office has a 2,650 seat capacity and is home to ‘The Hive’, our innovation centre. A lease commitment at this site extends to 2034 with five five-year options to extend. In Melbourne, Westpac has occupied the majority of 150 Collins Street since October 2015 with a lease term that extends to 2026. This was Westpac’s first fully agile workspace environment with over 1,000 staff now occupying our new Melbourne Head Office. ‘Westpac on Takutai Square’ is Westpac New Zealand’s head office, located at the eastern end of Britomart Precinct near Customs Street in Auckland, contains 24,510 square metres of office space across two buildings. A lease commitment at this site extends to 2021, with two six-year options to extend. Westpac has no individual contracts, other than contracts entered into in the ordinary course of business, that would constitute Significant long term agreements a material contract. Related party disclosures Details of our related party disclosures are set out in Note 40 to the financial statements and details of Directors’ interests in securities are set out in the Remuneration Report included in the Directors’ Report. Other than as disclosed in Note 40 to the financial statements and the Remuneration Report, if applicable, loans made to parties related to Directors and other key management personnel of Westpac are made in the ordinary course of business on normal terms and conditions (including interest rates and collateral). Loans are made on the same terms and conditions (including interest rates and collateral) as they apply to other employees and certain customers in accordance with established policy. These loans do not involve more than the normal risk of collectability or present any other unfavourable features. 1 Total employees include full-time, pro-rata part time, overtime, temporary and contract staff. 138 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 139 This page has been intentionally left blank. 140 2018 Westpac Group Annual Report 03 Note 9 Average balance sheet and interest rates Note 30 Operating lease commitments Financial statements Income statements Statements of comprehensive income Balance sheets Statements of changes in equity Cash flow statements Notes to the financial statements Note 1 Financial statements preparation Financial performance Note 2 Segment reporting Note 3 Net interest income Note 4 Non-interest income Note 5 Operating expenses Note 6 Note 7 Impairment charges Income tax Note 8 Earnings per share Financial assets and financial liabilities Note 10 Receivables due from other financial institutions Note 11 Trading securities and financial assets Note 11 designated at fair value Note 12 Available-for-sale securities Note 13 Loans Note 14 Provisions for impairment charges Note 15 Life insurance assets and life Note 15 insurance liabilities Note 17 Deposits and other borrowings Note 18 income statement Note 19 Debt issues Note 20 Loan capital Note 21 Derivative financial instruments Note 22 Financial risk Note 23 Fair values of financial assets and financial Note 23 liabilities Statutory statements Directors’ declaration Management’s report on internal control over financial reporting Independent auditor’s report to the members of Westpac Banking Corporation Report of independent registered public accounting firm Note 24 Offsetting financial assets and financial liabilities Note 25 Securitisation, covered bonds and other Note 25 transferred assets Other assets, other liabilities, commitments and contingencies Note 26 Intangible assets Note 27 Other assets Note 28 Provisions Note 29 Other liabilities Note 31 Contingent liabilities, contingent assets and Note 31 credit commitments Capital and dividends Note 32 Shareholders’ equity Note 33 Capital adequacy Note 34 Dividends Group structure Note 35 Investments in subsidiaries and associates Note 37 Share-based payments Note 38 Superannuation commitments Other Note 39 Auditor’s remuneration Note 40 Related party disclosures Note 41 Notes to the cash flow statements Note 42 Subsequent events Note 16 Payables due to other financial institutions Note 36 Structured entities Note 18 Other financial liabilities at fair value through Employee benefits This page has been intentionally left blank. Financial statements Income statements Statements of comprehensive income Balance sheets Statements of changes in equity Cash flow statements Notes to the financial statements Note 1 Financial statements preparation Financial performance Note 2 Segment reporting Note 3 Net interest income Note 4 Non-interest income Note 5 Operating expenses Impairment charges Note 6 Note 7 Income tax Note 8 Earnings per share Note 9 Average balance sheet and interest rates Financial assets and financial liabilities Note 10 Receivables due from other financial institutions Note 11 Trading securities and financial assets Note 11 designated at fair value Note 12 Available-for-sale securities Note 13 Loans Note 14 Provisions for impairment charges Note 15 Life insurance assets and life Note 15 insurance liabilities Note 16 Payables due to other financial institutions Note 17 Deposits and other borrowings Note 18 Other financial liabilities at fair value through Note 18 Note 19 Debt issues Note 20 Loan capital Note 21 Derivative financial instruments Note 22 Financial risk Note 23 Fair values of financial assets and financial Note 23 income statement liabilities 03 Note 24 Offsetting financial assets and financial liabilities Note 25 Securitisation, covered bonds and other Note 25 transferred assets Intangible assets Other assets, other liabilities, commitments and contingencies Note 26 Note 27 Other assets Note 28 Provisions Note 29 Other liabilities Note 30 Operating lease commitments Note 31 Contingent liabilities, contingent assets and Note 31 credit commitments Capital and dividends Note 32 Shareholders’ equity Note 33 Capital adequacy Note 34 Dividends Group structure Note 35 Note 36 Structured entities Investments in subsidiaries and associates 3 Employee benefits Note 37 Share-based payments Note 38 Superannuation commitments Other Note 39 Auditor’s remuneration Note 40 Related party disclosures Note 41 Notes to the cash flow statements Note 42 Subsequent events 140 2018 Westpac Group Annual Report Statutory statements Directors’ declaration Management’s report on internal control over financial reporting Independent auditor’s report to the members of Westpac Banking Corporation Report of independent registered public accounting firm Financial statements Income statements for the years ended 30 September Westpac Banking Corporation $m Interest income Interest expense Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment charges Profit before income tax Income tax expense Net profit for the year Net profit attributable to non-controlling interests Net profit attributable to owners of Westpac Banking Corporation Earnings per share (cents) Basic Diluted Consolidated Note 2018 2017 2016 Parent Entity 2018 2017 $m Statements of comprehensive income for the years ended 30 September Westpac Banking Corporation 3 3 4 5 6 7 8 8 32,571 31,232 31,822 32,830 30,865 Net profit for the year (16,066) (15,716) (16,674) (18,977) (17,765) Other comprehensive income 16,505 15,516 15,148 13,853 13,100 Items that may be reclassified subsequently to profit or loss 5,628 6,286 5,837 5,825 6,131 Gains/(losses) on available-for-sale securities: 22,133 21,802 20,985 19,678 19,231 (9,692) (9,434) (9,217) (8,101) (7,898) Gains/(losses) on cash flow hedging instruments: (710) (853) (1,124) (682) (870) Recognised in equity Recognised in equity Transferred to income statements 11,731 11,515 10,644 10,895 10,463 (3,632) (3,518) (3,184) (2,751) (2,620) 8,099 7,997 7,460 8,144 7,843 (4) (7) (15) - - 8,095 7,990 7,445 8,144 7,843 237.5 230.1 238.0 229.3 224.6 217.8 The above income statements should be read in conjunction with the accompanying notes. Financial statements Consolidated Parent Entity 2018 2017 2016 2018 2017 8,099 7,997 7,460 8,144 7,843 (102) 66 (161) 203 181 (3) 9 (13) - - 75 (3) (91) 115 56 (8) (32) (33) (304) 21 (125) 160 (116) (238) - - (18) (6) (13) 85 174 - 19 (10) 3 9 (17) - - - 88 (3) (42) 19 (77) - (25) 7 - - 43 (164) (54) 43 (164) 45 268 190 (6) (47) (519) 47 243 182 (15) 8,367 7,991 6,941 8,387 7,828 8,363 7,984 6,926 8,387 7,828 4 7 15 - - 8,367 7,991 6,941 8,387 7,828 Transferred to income statements Movement in foreign currency translation reserve: Exchange differences on translation of foreign operations Transferred to income statements Income tax on items taken to or transferred from equity: Available-for-sale securities reserve Cash flow hedge reserve Share of associates' other comprehensive income: Recognised in equity (net of tax) Transferred to income statements Items that will not be reclassified subsequently to profit or loss Own credit adjustment on financial liabilities designated at fair value (net of tax) equity (net of tax) Remeasurement of defined benefit obligation recognised in Other comprehensive income for the year (net of tax) Total comprehensive income for the year Attributable to: Owners of Westpac Banking Corporation Non-controlling interests Total comprehensive income for the year The above statements of comprehensive income should be read in conjunction with the accompanying notes. 142 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 143 Financial statements Income statements for the years ended 30 September Westpac Banking Corporation Net operating income before operating expenses $m Interest income Interest expense Net interest income Non-interest income and impairment charges Operating expenses Impairment charges Profit before income tax Income tax expense Net profit for the year Earnings per share (cents) Basic Diluted 3 3 4 5 6 7 8 8 Net profit attributable to non-controlling interests Net profit attributable to owners of Westpac Banking Corporation 8,095 7,990 7,445 8,144 7,843 11,731 11,515 10,644 10,895 10,463 (3,632) (3,518) (3,184) (2,751) (2,620) 8,099 7,997 7,460 8,144 7,843 (4) (7) (15) - - 237.5 230.1 238.0 229.3 224.6 217.8 The above income statements should be read in conjunction with the accompanying notes. Statements of comprehensive income for the years ended 30 September Westpac Banking Corporation Financial statements Consolidated Parent Entity Note 2018 2017 2016 2018 2017 $m 32,571 31,232 31,822 32,830 30,865 Net profit for the year (16,066) (15,716) (16,674) (18,977) (17,765) Other comprehensive income 16,505 15,516 15,148 13,853 13,100 Items that may be reclassified subsequently to profit or loss 5,628 6,286 5,837 5,825 6,131 Gains/(losses) on available-for-sale securities: 22,133 21,802 20,985 19,678 19,231 Recognised in equity Transferred to income statements (9,692) (9,434) (9,217) (8,101) (7,898) Gains/(losses) on cash flow hedging instruments: (710) (853) (1,124) (682) (870) Recognised in equity Transferred to income statements Movement in foreign currency translation reserve: Exchange differences on translation of foreign operations Transferred to income statements Income tax on items taken to or transferred from equity: Available-for-sale securities reserve Cash flow hedge reserve Share of associates' other comprehensive income: Recognised in equity (net of tax) Transferred to income statements Items that will not be reclassified subsequently to profit or loss Own credit adjustment on financial liabilities designated at Consolidated 2017 2018 2016 Parent Entity 2018 2017 8,099 7,997 7,460 8,144 7,843 (102) 66 (161) 203 181 (3) 9 (13) - - 75 (3) (91) 115 56 (8) (32) (33) (304) 21 (125) 160 (116) (238) - - (18) (6) (13) 85 174 - 19 (10) 3 9 (17) - - - 88 (3) (42) 19 (77) - (25) 7 - - fair value (net of tax) 43 (164) (54) 43 (164) Remeasurement of defined benefit obligation recognised in equity (net of tax) Other comprehensive income for the year (net of tax) Total comprehensive income for the year Attributable to: Owners of Westpac Banking Corporation Non-controlling interests Total comprehensive income for the year 45 268 190 (6) (47) (519) 47 243 182 (15) 8,367 7,991 6,941 8,387 7,828 8,363 4 8,367 7,984 7 7,991 6,926 15 6,941 8,387 - 8,387 7,828 - 7,828 The above statements of comprehensive income should be read in conjunction with the accompanying notes. 3 142 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 143 Financial statements Balance Sheets as at 30 September Westpac Banking Corporation $m Assets Cash and balances with central banks Receivables due from other financial institutions Trading securities and financial assets designated at fair value Derivative financial instruments Available-for-sale securities Loans Life insurance assets Regulatory deposits with central banks overseas Due from subsidiaries Investment in subsidiaries Investment in associates Property and equipment Deferred tax assets Intangible assets Other assets Total assets Liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues Current tax liabilities Life insurance liabilities Due to subsidiaries Provisions1 Deferred tax liabilities Other liabilities1 Total liabilities excluding loan capital Loan capital Total liabilities Net assets Shareholders' equity Share capital: Ordinary share capital Treasury shares and RSP treasury shares Reserves Retained profits Total equity attributable to owners of Westpac Banking Corporation Non-controlling interests Total shareholders' equity and non-controlling interests Consolidated Note 2018 2017 Parent Entity 2018 2017 Statements of changes in equity for the years ended 30 September Westpac Banking Corporation Consolidated 26,431 18,397 24,726 16,405 5,790 7,128 5,711 6,357 22,134 25,324 20,417 22,946 24,101 24,033 23,562 23,823 61,119 60,710 56,513 55,800 709,690 684,919 630,168 606,237 9,450 10,643 - 1,355 1,048 1,248 - 945 - 140,597 142,455 - - 115 1,329 1,180 - 60 1,487 1,112 11,763 11,652 5,135 5,362 4,508 3,975 76 1,120 1,102 9,494 3,988 46 1,250 1,053 9,259 4,318 879,592 851,875 923,230 894,869 18,137 21,907 17,682 21,775 559,285 533,591 500,468 477,693 4,297 4,056 4,297 4,038 24,407 25,375 24,229 24,911 172,596 168,356 152,288 144,116 10 11 21 12 13 15 35 7 26 27 16 17 18 21 19 296 308 15 7,597 9,019 184 - 234 - - - 142,400 143,834 28 7 29 1,928 1,639 1,766 1,472 18 10 3 - 9,193 8,606 7,292 6,949 797,754 772,867 850,609 825,022 20 17,265 17,666 17,265 17,666 815,019 790,533 867,874 842,688 64,573 61,342 55,356 52,181 32 32 32 32 36,054 34,889 36,054 34,889 (493) 1,077 (495) 794 (508) 1,114 (437) 858 27,883 26,100 18,696 16,871 64,521 61,288 55,356 52,181 52 64,573 54 61,342 - 55,356 - 52,181 The above balance sheets should be read in conjunction with the accompanying notes. 1 Comparatives have been revised to reclassify compliance, regulation and remediation provisions. 144 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 145 Financial statements capital Reserves Retained Banking (Note 32) (Note 32) profits Corporation interests (Note 32) Total equity attributable to owners Total shareholders' Non- equity and of Westpac controlling non- controlling interests 53,915 Share 28,895 - - - - 726 3,510 - 2 (49) (70) - 4,119 33,014 - - - - 1,452 1,380 34,394 - 11 (43) (40) - - - - - 631 566 (35) - 3 2 - 1,031 - (418) (418) - - - - - - 116 (2) 114 727 - (32) (32) - - 98 - - - 1 99 794 - 180 180 103 - - - - - - - 23,172 7,445 (101) 7,344 (6,128) (9) (6,137) 24,379 7,990 26 8,016 (6,291) (4) (6,295) 26,100 8,095 88 8,183 - - - - - - - - - - - - - - - - - - 53,098 7,445 (519) 6,926 (6,128) 726 3,510 116 2 (49) (70) (11) (1,904) 58,120 7,990 (6) 7,984 (6,291) 1,452 98 11 (43) (40) (3) (4,816) 61,288 8,095 268 8,363 631 566 103 3 (35) 2 - (6,400) (6,400) (771) (771) 61 817 15 - 15 - - - - - - - 7 - 7 - - - - - - (14) (14) 54 4 - 4 - - - - - - - (6) (6) 52 7,460 (519) 6,941 (6,128) 726 3,510 116 2 (49) (70) (782) (2,675) 58,181 7,997 (6) 7,991 (6,291) 1,452 98 11 (43) (40) (17) (4,830) 61,342 8,099 268 8,367 (6,400) 631 566 103 3 (35) 2 (6) (5,136) 64,573 $m Balance at 1 October 2015 Net profit for the year Net other comprehensive income for the year Total comprehensive income for the year Transactions in capacity as equity holders Dividends on ordinary shares1 Dividend reinvestment plan Share entitlement offer Other equity movements Share-based payment arrangements Exercise of employee share options and rights Purchase of shares (net of issue costs) Net (acquisition)/disposal of treasury shares Other2 Total contributions and distributions Balance at 30 September 2016 Net profit for the year Net other comprehensive income for the year Total comprehensive income for the year Transactions in capacity as equity holders Dividends on ordinary shares1 Dividend reinvestment plan Other equity movements Share-based payment arrangements Exercise of employee share options and rights Purchase of shares (net of issue costs) Net (acquisition)/disposal of treasury shares Other Total contributions and distributions Balance at 30 September 2017 Net profit for the year Net other comprehensive income for the year Total comprehensive income for the year Transactions in capacity as equity holders Dividends on ordinary shares1 Dividend reinvestment plan Conversion of Convertible Preference Shares Other equity movements Share-based payment arrangements Exercise of employee share options and rights Purchase of shares (net of issue costs) Net (acquisition)/disposal of treasury shares Other Total contributions and distributions Balance at 30 September 2018 1,167 35,561 103 1,077 (6,400) 27,883 (5,130) 64,521 The above statements of changes in equity should be read in conjunction with the accompanying notes. 1 2018 comprises 2018 interim dividend 94 cents per share ($3,213 million) and 2017 final dividend 94 cents per share ($3,187 million) (2017: 2017 interim dividend 94 cents per share ($3,150 million) and 2016 final dividend 94 cents per share ($3,141 million), 2016: 2016 interim dividend 94 cents ($3,130 million) and 2015 final dividend 94 cents per share ($2,998 million)), all fully franked at 30%. 2 On 30 June 2016 the 2006 TPS were redeemed in full. Statements of changes in equity for the years ended 30 September Westpac Banking Corporation Financial statements Financial statements Balance Sheets as at 30 September Westpac Banking Corporation $m Assets Cash and balances with central banks Receivables due from other financial institutions Trading securities and financial assets designated at fair value Derivative financial instruments Available-for-sale securities Loans Life insurance assets Regulatory deposits with central banks overseas Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments Due from subsidiaries Investment in subsidiaries Investment in associates Property and equipment Deferred tax assets Intangible assets Other assets Total assets Liabilities Debt issues Current tax liabilities Life insurance liabilities Due to subsidiaries Provisions1 Deferred tax liabilities Other liabilities1 Loan capital Total liabilities Net assets Shareholders' equity Share capital: Ordinary share capital Reserves Retained profits Total liabilities excluding loan capital Treasury shares and RSP treasury shares Total equity attributable to owners of Westpac Banking Corporation 64,521 61,288 55,356 52,181 Non-controlling interests 32 52 54 - - The above balance sheets should be read in conjunction with the accompanying notes. Consolidated Parent Entity Consolidated Note 2018 2017 2018 2017 10 11 21 12 13 15 35 7 26 27 16 17 18 21 19 28 7 29 32 32 32 26,431 18,397 24,726 16,405 5,790 7,128 5,711 6,357 22,134 25,324 20,417 22,946 24,101 24,033 23,562 23,823 61,119 60,710 56,513 55,800 709,690 684,919 630,168 606,237 9,450 10,643 - 1,355 1,048 1,248 - 945 - - 115 1,329 1,180 - 60 1,487 1,112 11,763 11,652 5,135 5,362 - 140,597 142,455 4,508 3,975 76 1,120 1,102 9,494 3,988 46 1,250 1,053 9,259 4,318 879,592 851,875 923,230 894,869 18,137 21,907 17,682 21,775 559,285 533,591 500,468 477,693 4,297 4,056 4,297 4,038 24,407 25,375 24,229 24,911 172,596 168,356 152,288 144,116 296 308 15 7,597 9,019 184 - 234 - - - 142,400 143,834 1,928 1,639 1,766 1,472 18 10 3 - 9,193 8,606 7,292 6,949 797,754 772,867 850,609 825,022 20 17,265 17,666 17,265 17,666 815,019 790,533 867,874 842,688 64,573 61,342 55,356 52,181 36,054 34,889 36,054 34,889 (493) 1,077 (495) 794 (508) 1,114 (437) 858 27,883 26,100 18,696 16,871 $m Balance at 1 October 2015 Net profit for the year Net other comprehensive income for the year Total comprehensive income for the year Transactions in capacity as equity holders Dividends on ordinary shares1 Dividend reinvestment plan Share entitlement offer Other equity movements Share-based payment arrangements Exercise of employee share options and rights Purchase of shares (net of issue costs) Net (acquisition)/disposal of treasury shares Other2 Total contributions and distributions Balance at 30 September 2016 Net profit for the year Net other comprehensive income for the year Total comprehensive income for the year Transactions in capacity as equity holders Dividends on ordinary shares1 Dividend reinvestment plan Other equity movements Share-based payment arrangements Exercise of employee share options and rights Purchase of shares (net of issue costs) Net (acquisition)/disposal of treasury shares Other Total contributions and distributions Balance at 30 September 2017 Net profit for the year Net other comprehensive income for the year Total comprehensive income for the year Transactions in capacity as equity holders Dividends on ordinary shares1 Dividend reinvestment plan Conversion of Convertible Preference Shares Other equity movements Share-based payment arrangements Exercise of employee share options and rights Purchase of shares (net of issue costs) Net (acquisition)/disposal of treasury shares Other Total contributions and distributions Balance at 30 September 2018 Share capital (Note 32) Reserves (Note 32) Retained profits Total equity attributable to owners of Westpac Banking Corporation 28,895 - - - - 726 3,510 - 2 (49) (70) - 4,119 33,014 - - - - 1,452 - 11 (43) (40) - 1,380 34,394 - - - - 631 566 - 3 (35) 2 - 1,167 35,561 1,031 - (418) (418) - - - 116 - - - (2) 114 727 - (32) (32) - - 98 - - - 1 99 794 - 180 180 - - - 103 - - - - 103 1,077 23,172 7,445 (101) 7,344 (6,128) - - - - - - (9) (6,137) 24,379 7,990 26 8,016 (6,291) - - - - - (4) (6,295) 26,100 8,095 88 8,183 (6,400) - - - - - - - 53,098 7,445 (519) 6,926 (6,128) 726 3,510 116 2 (49) (70) (11) (1,904) 58,120 7,990 (6) 7,984 (6,291) 1,452 98 11 (43) (40) (3) (4,816) 61,288 8,095 268 8,363 (6,400) 631 566 103 3 (35) 2 - (6,400) 27,883 (5,130) 64,521 Non- controlling interests (Note 32) Total shareholders' equity and non- controlling interests 53,915 7,460 (519) 6,941 817 15 - 15 - - - - - - - (771) (771) 61 7 - 7 - - - - - - (14) (14) 54 4 - 4 - - - - - - - (6) (6) 52 (6,128) 726 3,510 116 2 (49) (70) (782) (2,675) 58,181 7,997 (6) 7,991 (6,291) 1,452 98 11 (43) (40) (17) (4,830) 61,342 8,099 268 8,367 (6,400) 631 566 103 3 (35) 2 (6) (5,136) 64,573 3 Total shareholders' equity and non-controlling interests 64,573 61,342 55,356 52,181 The above statements of changes in equity should be read in conjunction with the accompanying notes. 1 Comparatives have been revised to reclassify compliance, regulation and remediation provisions. 2 On 30 June 2016 the 2006 TPS were redeemed in full. 1 2018 comprises 2018 interim dividend 94 cents per share ($3,213 million) and 2017 final dividend 94 cents per share ($3,187 million) (2017: 2017 interim dividend 94 cents per share ($3,150 million) and 2016 final dividend 94 cents per share ($3,141 million), 2016: 2016 interim dividend 94 cents ($3,130 million) and 2015 final dividend 94 cents per share ($2,998 million)), all fully franked at 30%. 144 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 145 Financial statements Statements of changes in equity for the years ended 30 September (continued) Westpac Banking Corporation Parent Entity $m Balance at 1 October 2016 Net profit for the year Net other comprehensive income for the year Total comprehensive income for the year Transactions in capacity as equity holders Dividends on ordinary shares1 Dividend reinvestment plan Other equity movements Share-based payment arrangements Exercise of employee share options and rights Purchase of shares (net of issue costs) Net (acquisition)/disposal of treasury shares Total contributions and distributions Balance at 30 September 2017 Net profit for the year Net other comprehensive income for the year Total comprehensive income for the year Transactions in capacity as equity holders Dividends on ordinary shares1 Dividend reinvestment plan Conversion of Convertible Preference Shares Other equity movements Share based payment arrangements Exercise of employee share options and rights Purchase of shares (net of issue costs) Net (acquisition)/disposal of treasury shares Total contributions and distributions Balance at 30 September 2018 Share capital (Note 32) Reserves (Note 32) Retained profits 33,100 - - - - 1,452 - 11 (43) (68) 1,352 34,452 - - - - 631 566 - 3 (35) (71) 1,094 35,546 790 - (33) (33) - - 101 - - - 101 858 - 153 153 - - - 103 - - - 103 1,114 15,311 7,843 18 7,861 (6,301) - - - - - (6,301) 16,871 8,144 90 8,234 (6,409) - - - - - - (6,409) 18,696 The above statements of changes in equity should be read in conjunction with the accompanying notes. Total equity attributable to owners of Westpac Banking Corporation 49,201 7,843 (15) 7,828 (6,301) 1,452 101 11 (43) (68) (4,848) 52,181 8,144 243 8,387 (6,409) 631 566 103 3 (35) (71) (5,212) 55,356 Cash flow statements for the years ended 30 September Westpac Banking Corporation Cash flows from operating activities $m Interest received Interest paid Dividends received excluding life business Other non-interest income received Operating expenses paid Income tax paid excluding life business Life business: Receipts from policyholders and customers Interest and other items of similar nature Dividends received Payments to policyholders and suppliers Income tax paid Cash flows from operating activities before changes in operating assets and liabilities Net (increase)/decrease in: Trading securities and financial assets designated at fair value Loans Receivables due from other financial institutions Life insurance assets and liabilities Regulatory deposits with central banks overseas Derivative financial instruments Other assets Net increase/(decrease) in: Other financial liabilities at fair value through income statement Deposits and other borrowings Payables due to other financial institutions Other liabilities Proceeds from sale of associates Purchase of associates Proceeds from disposal of property and equipment Purchase of property and equipment Purchase of intangible assets Cash flows from financing activities Issue of loan capital (net of issue costs) Redemption of loan capital Net increase/(decrease) in debt issues Proceeds from Share Entitlement Offer Proceeds from exercise of employee options Purchase of shares on exercise of employee options and rights Shares purchased for delivery of employee share plan Purchase of RSP treasury shares Net sale/(purchase) of other treasury shares Payment of dividends Payment of distributions to non-controlling interests Redemption of 2006 Trust Preferred Securities Net cash provided by/(used in) financing activities Net increase/(decrease) in cash and cash equivalents Effect of exchange rate changes on cash and cash equivalents Cash and cash equivalents as at the beginning of the year Cash and cash equivalents as at the end of the year Financial statements Consolidated Parent Entity Note 2018 2017 2016 2018 2017 32,639 (15,789) 9 5,097 (7,991) (3,585) 31,133 (15,415) 27 5,064 (7,966) (3,388) 2,008 2,239 17 642 (2,089) (143) 24 433 (1,861) (164) 31,817 (16,721) 43 5,050 (8,106) (3,373) 1,893 30 348 (1,642) (96) 32,947 (18,728) 2,016 3,926 (6,637) (3,349) 30,784 (17,458) 1,861 4,457 (6,748) (3,192) - - - - - - - - - - 10,815 10,126 9,243 10,175 9,704 6,755 3,150 (38,082) (23,661) (5,194) (27,677) 1,817 - 294 (5,378) 136 (325) 22,518 3,792 78 (235) 987 - (299) 8,263 210 261 20,783 (4,396) (196) 15,277 3,827 (24,740) 1,678 (230) (303) 8,584 160 243 23,928 (4,072) (88) 19,802 - 9 - - (30) 91 (310) (882) - 3 (8) (27) (71) 73 (6) - (11,092) 7,090 944 18,397 26,431 (5,054) (26,815) 2,653 219 308 (5,042) 200 (681) 23,062 3,859 (15) 2,820 - - - 630 (52) 65 (264) (766) - 11 (17) (27) (68) 7 (13) - 552 1,674 (292) 17,015 18,397 (896) (253) (209) (5,107) (476) (4,488) 38,771 (73) 312 5,497 (104) - - - - 32 (521) (707) 3,596 (1,444) 5,213 3,510 2 (24) (27) (62) (8) (18) (763) 4,573 2,825 (580) 14,770 17,015 2,342 (2,387) (5,242) 4,437 (2,188) 3,249 2,342 (2,387) (565) 4,437 (2,188) 2,746 (5,769) (4,839) (5,402) (5,778) (4,849) (577) - - (30) 62 (251) (823) - 3 (8) (27) (71) - - - 640 - - (46) 55 (203) (692) - 11 (17) (27) (68) - - - (6,491) 7,385 936 16,405 24,726 45 1,450 (231) 15,186 16,405 Net cash provided by/(used in) operating activities 41 Cash flows from investing activities Proceeds from available-for-sale securities Purchase of available-for-sale securities Net movement in amounts due to/from controlled entities Proceeds/(Payments) on disposal of controlled entities, net of cash disposed 41 Net (increase)/decrease in investments in controlled entities 23,878 (24,376) 25,717 (27,028) 18,779 (24,724) 21,525 (22,230) 923 23,707 (24,820) 2,999 Net cash provided by/(used in) investing activities (1,620) (1,698) (7,245) (1,401) 1,640 The above cash flow statements should be read in conjunction with the accompanying notes. Details of the reconciliation of net cash provided by/(used in) operating activities to net profit are provided in Note 41. 1 2018 comprises 2018 interim dividend 94 cents per share ($3,218 million) and 2017 final dividend 94 cents per share ($3,191 million) (2017: 2017 interim dividend 94 cents per share ($3,156 million) and 2016 final dividend 94 cents per share ($3,145 million)), all fully franked at 30%. 146 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 147 Financial statements Westpac Banking Corporation Parent Entity $m Balance at 1 October 2016 Net profit for the year Net other comprehensive income for the year Total comprehensive income for the year Transactions in capacity as equity holders Dividends on ordinary shares1 Dividend reinvestment plan Other equity movements Share-based payment arrangements Exercise of employee share options and rights Purchase of shares (net of issue costs) Net (acquisition)/disposal of treasury shares Total contributions and distributions Balance at 30 September 2017 Net profit for the year Net other comprehensive income for the year Total comprehensive income for the year Transactions in capacity as equity holders Dividends on ordinary shares1 Dividend reinvestment plan Conversion of Convertible Preference Shares Other equity movements Share based payment arrangements Exercise of employee share options and rights Purchase of shares (net of issue costs) Net (acquisition)/disposal of treasury shares Total contributions and distributions Balance at 30 September 2018 Share capital (Note 32) 33,100 - - - - 1,452 1,352 34,452 - 11 (43) (68) - - - - 631 566 - 3 (35) (71) Total equity attributable to owners of Westpac Reserves (Note 32) Retained Banking profits Corporation 790 - (33) (33) 101 - - - - - 101 858 - 153 153 - - - - - - 103 15,311 7,843 18 7,861 (6,301) (6,301) 16,871 8,144 90 8,234 (6,409) - - - - - - - - - - - 49,201 7,843 (15) 7,828 (6,301) 1,452 101 11 (43) (68) (4,848) 52,181 8,144 243 8,387 (6,409) 631 566 103 3 (35) (71) (5,212) 55,356 The above statements of changes in equity should be read in conjunction with the accompanying notes. 1,094 35,546 103 1,114 (6,409) 18,696 Statements of changes in equity for the years ended 30 September (continued) Cash flow statements for the years ended 30 September Westpac Banking Corporation $m Cash flows from operating activities Interest received Interest paid Dividends received excluding life business Other non-interest income received Operating expenses paid Income tax paid excluding life business Life business: Receipts from policyholders and customers Interest and other items of similar nature Dividends received Payments to policyholders and suppliers Income tax paid Cash flows from operating activities before changes in operating assets and liabilities Net (increase)/decrease in: Trading securities and financial assets designated at fair value Loans Receivables due from other financial institutions Life insurance assets and liabilities Regulatory deposits with central banks overseas Derivative financial instruments Other assets Net increase/(decrease) in: Other financial liabilities at fair value through income statement Deposits and other borrowings Payables due to other financial institutions Other liabilities Net cash provided by/(used in) operating activities Cash flows from investing activities Proceeds from available-for-sale securities Purchase of available-for-sale securities Net movement in amounts due to/from controlled entities Proceeds/(Payments) on disposal of controlled entities, net of cash disposed Net (increase)/decrease in investments in controlled entities Proceeds from sale of associates Purchase of associates Proceeds from disposal of property and equipment Purchase of property and equipment Purchase of intangible assets Net cash provided by/(used in) investing activities Cash flows from financing activities Issue of loan capital (net of issue costs) Redemption of loan capital Net increase/(decrease) in debt issues Proceeds from Share Entitlement Offer Proceeds from exercise of employee options Purchase of shares on exercise of employee options and rights Shares purchased for delivery of employee share plan Purchase of RSP treasury shares Net sale/(purchase) of other treasury shares Payment of dividends Payment of distributions to non-controlling interests Redemption of 2006 Trust Preferred Securities Net cash provided by/(used in) financing activities Net increase/(decrease) in cash and cash equivalents Effect of exchange rate changes on cash and cash equivalents Cash and cash equivalents as at the beginning of the year Cash and cash equivalents as at the end of the year Financial statements Note Consolidated 2017 2018 2016 Parent Entity 2018 2017 32,639 (15,789) 9 5,097 (7,991) (3,585) 2,008 17 642 (2,089) (143) 31,133 (15,415) 27 5,064 (7,966) (3,388) 2,239 24 433 (1,861) (164) 31,817 (16,721) 43 5,050 (8,106) (3,373) 1,893 30 348 (1,642) (96) 32,947 (18,728) 2,016 3,926 (6,637) (3,349) 30,784 (17,458) 1,861 4,457 (6,748) (3,192) - - - - - - - - - - 10,815 10,126 9,243 10,175 9,704 3,827 (24,740) 1,678 (230) (303) 8,584 160 243 23,928 (4,072) (88) 19,802 23,878 (24,376) - 9 - - (30) 91 (310) (882) (1,620) 2,342 (2,387) (5,242) - 3 (8) (27) (71) 73 (5,769) (6) - (11,092) 7,090 944 18,397 26,431 (5,054) (26,815) 2,653 219 308 (5,042) 200 (681) 23,062 3,859 (15) 2,820 25,717 (27,028) - - - 630 (52) 65 (264) (766) (1,698) 4,437 (2,188) 3,249 - 11 (17) (27) (68) 7 (4,839) (13) - 552 1,674 (292) 17,015 18,397 6,755 (38,082) (896) (253) (209) (5,107) (476) (4,488) 38,771 (73) 312 5,497 18,779 (24,724) - (104) - - - 32 (521) (707) (7,245) 3,596 (1,444) 5,213 3,510 2 (24) (27) (62) (8) (5,402) (18) (763) 4,573 2,825 (580) 14,770 17,015 3,150 (23,661) 987 - (299) 8,263 210 261 20,783 (4,396) (196) 15,277 21,525 (22,230) 923 - (577) - (30) 62 (251) (823) (1,401) 2,342 (2,387) (565) - 3 (8) (27) (71) - (5,778) - - (6,491) 7,385 936 16,405 24,726 (5,194) (27,677) 1,817 - 294 (5,378) 136 (325) 22,518 3,792 78 (235) 23,707 (24,820) 2,999 - 640 - (46) 55 (203) (692) 1,640 4,437 (2,188) 2,746 - 11 (17) (27) (68) - (4,849) - - 45 1,450 (231) 15,186 16,405 3 41 41 1 2018 comprises 2018 interim dividend 94 cents per share ($3,218 million) and 2017 final dividend 94 cents per share ($3,191 million) (2017: 2017 interim dividend 94 cents per share ($3,156 million) and 2016 final dividend 94 cents per share ($3,145 million)), all fully franked at 30%. 146 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 147 The above cash flow statements should be read in conjunction with the accompanying notes. Details of the reconciliation of net cash provided by/(used in) operating activities to net profit are provided in Note 41. Notes to the financial statements Note 1. Financial statements preparation This financial report of Westpac Banking Corporation (the Parent Entity), together with its controlled entities (the Group or Westpac), for the year ended 30 September 2018 was authorised for issue by the Board of Directors on 5 November 2018. The Directors have the power to amend and reissue the financial report. The principal accounting policies are set out below and in the relevant notes to the financial statements. The accounting policy for the recognition and derecognition of financial assets and financial liabilities precedes Note 10. These accounting policies provide details of the accounting treatments adopted for complex balances and where accounting standards provide policy choices. These policies have been consistently applied to all the years presented, unless otherwise stated. a. Basis of preparation (i) Basis of accounting This financial report is a general purpose financial report prepared in accordance with:   Australian Accounting Standards (AAS) and Interpretations as issued by the Australian Accounting Standards Board the requirements for an authorised deposit-taking institution under the Banking Act 1959 (as amended); (AASB); and  the Corporations Act 2001. Westpac Banking Corporation is a for-profit entity for the purposes of preparing this financial report. The financial report also complies with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB) and Interpretations as issued by the IFRS Interpretations Committee (IFRIC). It also includes additional disclosures required for foreign registrants by the United States Securities and Exchange Commission (US SEC). All amounts have been rounded in accordance with ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, to the nearest million dollars, unless otherwise stated. (ii) Historical cost convention The financial report has been prepared under the historical cost convention, as modified by applying fair value accounting to available-for-sale securities, and financial assets and liabilities (including derivative instruments) measured at fair value through income statement or in other comprehensive income. (iii) Comparative revisions Comparative information has been revised where appropriate to conform to changes in presentation in the current year and to enhance comparability. (iv) Standards adopted during the year ended 30 September 2018 The Group adopted the requirements of AASB 2016-2-Amendments to Australian Accounting Standards – Disclosure Initiative: Amendments to AASB 107 which require additional disclosures regarding both cash and non-cash changes in liabilities arising from financing activities. These disclosures have been made in Note 19 and Note 20. As permitted by the standard, comparatives are not required on first application. There were no other new standards applied in 2018. (v) Business combinations Business combinations are accounted for using the acquisition method of accounting. Acquisition cost is measured as the aggregate of the fair value at the date of acquisition of the assets given, equity instruments issued or liabilities incurred or assumed. Acquisition-related costs are expensed as incurred (except for those costs arising on the issue of equity instruments which are recognised directly in equity). Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured at fair value on the acquisition date. Goodwill is measured as the excess of the acquisition cost, the amount of any non-controlling interest and the fair value of any previous Westpac equity interest in the acquiree, over the fair value of the identifiable net assets acquired. (vi) Foreign currency translation Functional and presentational currency The consolidated financial statements are presented in Australian dollars which is the Parent Entity’s functional and presentation currency. The functional currency of offshore entities is usually the main currency of the economy it operates in. Notes to the financial statements Note 1. Financial statements preparation (continued) Transactions and balances Foreign currency transactions are translated into the functional currency of the relevant branch or subsidiary using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement, except when deferred in other comprehensive income for qualifying cash flow hedges and qualifying net investment hedges. Foreign operations Assets and liabilities of foreign branches and subsidiaries that have a functional currency other than the Australian dollar are translated at exchange rates prevailing on the balance date. Income and expenses are translated at average exchange rates prevailing during the year. Equity balances are translated at historical exchange rates. The resulting exchange differences are recognised in the foreign currency translation reserve and in other comprehensive income. On consolidation, exchange differences arising from the translation of borrowings and other foreign currency instruments designated as hedges of the net investment in foreign operations are reflected in the foreign currency translation reserve and in other comprehensive income. When all or part of a foreign operation is disposed or borrowings that are part of the net investments are repaid, a proportionate share of such exchange differences is recognised in the income statement as part of the gain or loss on disposal or repayment of borrowing. b. Critical accounting assumptions and estimates Applying the Group’s accounting policies requires the use of judgement, assumptions and estimates which impact the financial information. The significant assumptions and estimates used are discussed in the relevant notes below:  Note 7  Note 14  Note 15  Note 23  Note 26  Note 28  Note 38 Income tax Provisions for impairment charges Life insurance assets and life insurance liabilities Fair values of financial assets and financial liabilities Intangible assets Provisions Superannuation commitments c. Future developments in accounting standards The following new standards and interpretations which may have a material impact on the Group have been issued but are not yet effective, and unless otherwise stated, have not been early adopted by the Group: AASB 9 Financial Instruments (December 2014) (AASB 9) will replace AASB 139 Financial Instruments: Recognition and Measurement (AASB 139). It includes a forward looking 'expected credit loss' impairment model, revised classification and measurement model and modifies the approach to hedge accounting. The standard is effective from 1 October 2018. The adoption of AASB 9 is expected to reduce retained earnings at 1 October 2018 by approximately $709 million (net of tax) primarily due to the increase in impairment provisions under the new standard. The Group continues to assess and refine certain aspects of our impairment provision process and the opening adjustment may change. There is no significant impact to our regulatory capital. These estimates are based on accounting policies, assumptions, judgements and estimation techniques that remain subject to change until the Group finalises its financial statements for the year ending 30 September 2019. The major changes under the standard and details of the implementation project are outlined below. Impairment AASB 9 introduces a revised impairment model which requires entities to recognise expected credit losses based on unbiased forward looking information, replacing the existing incurred loss model in AASB 139 which only recognises impairment if there is objective evidence that a loss has been incurred. This will result in the earlier recognition of impairment provisions. The revised impairment model applies to all financial assets at amortised cost, lease receivables, debt securities measured at fair value through other comprehensive income, loans commitments and financial guarantee contracts. Key elements of the new impairment model are:  requires earlier recognition of expected credit losses using a three stage approach. For financial assets where there has been no significant increase in credit risk since origination a provision for 12 months expected credit losses is required (stage 1). For financial assets where there has been a significant increase in credit risk or where the asset is credit impaired a provision for full lifetime expected losses is required (stages 2 and 3 respectively); 148 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 149 a. Basis of preparation (i) Basis of accounting (AASB); and the Corporations Act 2001.   SEC). Notes to the financial statements Note 1. Financial statements preparation This financial report of Westpac Banking Corporation (the Parent Entity), together with its controlled entities (the Group or Westpac), for the year ended 30 September 2018 was authorised for issue by the Board of Directors on 5 November 2018. The Directors have the power to amend and reissue the financial report. The principal accounting policies are set out below and in the relevant notes to the financial statements. The accounting policy for the recognition and derecognition of financial assets and financial liabilities precedes Note 10. These accounting policies provide details of the accounting treatments adopted for complex balances and where accounting standards provide policy choices. These policies have been consistently applied to all the years presented, unless otherwise stated. This financial report is a general purpose financial report prepared in accordance with: the requirements for an authorised deposit-taking institution under the Banking Act 1959 (as amended);  Australian Accounting Standards (AAS) and Interpretations as issued by the Australian Accounting Standards Board Westpac Banking Corporation is a for-profit entity for the purposes of preparing this financial report. The financial report also complies with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB) and Interpretations as issued by the IFRS Interpretations Committee (IFRIC). It also includes additional disclosures required for foreign registrants by the United States Securities and Exchange Commission (US All amounts have been rounded in accordance with ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, to the nearest million dollars, unless otherwise stated. (ii) Historical cost convention The financial report has been prepared under the historical cost convention, as modified by applying fair value accounting to available-for-sale securities, and financial assets and liabilities (including derivative instruments) measured at fair value through income statement or in other comprehensive income. (iii) Comparative revisions enhance comparability. Comparative information has been revised where appropriate to conform to changes in presentation in the current year and to (iv) Standards adopted during the year ended 30 September 2018 The Group adopted the requirements of AASB 2016-2-Amendments to Australian Accounting Standards – Disclosure Initiative: Amendments to AASB 107 which require additional disclosures regarding both cash and non-cash changes in liabilities arising from financing activities. These disclosures have been made in Note 19 and Note 20. As permitted by the standard, comparatives are not required on first application. There were no other new standards applied in 2018. (v) Business combinations Business combinations are accounted for using the acquisition method of accounting. Acquisition cost is measured as the aggregate of the fair value at the date of acquisition of the assets given, equity instruments issued or liabilities incurred or assumed. Acquisition-related costs are expensed as incurred (except for those costs arising on the issue of equity instruments which are recognised directly in equity). Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured at fair value on the acquisition date. Goodwill is measured as the excess of the acquisition cost, the amount of any non-controlling interest and the fair value of any previous Westpac equity interest in the acquiree, over the fair value of the identifiable net assets acquired. (vi) Foreign currency translation Functional and presentational currency The consolidated financial statements are presented in Australian dollars which is the Parent Entity’s functional and presentation currency. The functional currency of offshore entities is usually the main currency of the economy it operates in. Notes to the financial statements Note 1. Financial statements preparation (continued) Transactions and balances Foreign currency transactions are translated into the functional currency of the relevant branch or subsidiary using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement, except when deferred in other comprehensive income for qualifying cash flow hedges and qualifying net investment hedges. Foreign operations Assets and liabilities of foreign branches and subsidiaries that have a functional currency other than the Australian dollar are translated at exchange rates prevailing on the balance date. Income and expenses are translated at average exchange rates prevailing during the year. Equity balances are translated at historical exchange rates. The resulting exchange differences are recognised in the foreign currency translation reserve and in other comprehensive income. On consolidation, exchange differences arising from the translation of borrowings and other foreign currency instruments designated as hedges of the net investment in foreign operations are reflected in the foreign currency translation reserve and in other comprehensive income. When all or part of a foreign operation is disposed or borrowings that are part of the net investments are repaid, a proportionate share of such exchange differences is recognised in the income statement as part of the gain or loss on disposal or repayment of borrowing. Income tax Provisions for impairment charges b. Critical accounting assumptions and estimates Applying the Group’s accounting policies requires the use of judgement, assumptions and estimates which impact the financial information. The significant assumptions and estimates used are discussed in the relevant notes below:  Note 7  Note 14  Note 15  Note 23  Note 26  Note 28  Note 38 Fair values of financial assets and financial liabilities Life insurance assets and life insurance liabilities Superannuation commitments Intangible assets Provisions c. Future developments in accounting standards The following new standards and interpretations which may have a material impact on the Group have been issued but are not yet effective, and unless otherwise stated, have not been early adopted by the Group: AASB 9 Financial Instruments (December 2014) (AASB 9) will replace AASB 139 Financial Instruments: Recognition and Measurement (AASB 139). It includes a forward looking 'expected credit loss' impairment model, revised classification and measurement model and modifies the approach to hedge accounting. The standard is effective from 1 October 2018. The adoption of AASB 9 is expected to reduce retained earnings at 1 October 2018 by approximately $709 million (net of tax) primarily due to the increase in impairment provisions under the new standard. The Group continues to assess and refine certain aspects of our impairment provision process and the opening adjustment may change. There is no significant impact to our regulatory capital. These estimates are based on accounting policies, assumptions, judgements and estimation techniques that remain subject to change until the Group finalises its financial statements for the year ending 30 September 2019. The major changes under the standard and details of the implementation project are outlined below. 3 Impairment AASB 9 introduces a revised impairment model which requires entities to recognise expected credit losses based on unbiased forward looking information, replacing the existing incurred loss model in AASB 139 which only recognises impairment if there is objective evidence that a loss has been incurred. This will result in the earlier recognition of impairment provisions. The revised impairment model applies to all financial assets at amortised cost, lease receivables, debt securities measured at fair value through other comprehensive income, loans commitments and financial guarantee contracts. Key elements of the new impairment model are:  requires earlier recognition of expected credit losses using a three stage approach. For financial assets where there has been no significant increase in credit risk since origination a provision for 12 months expected credit losses is required (stage 1). For financial assets where there has been a significant increase in credit risk or where the asset is credit impaired a provision for full lifetime expected losses is required (stages 2 and 3 respectively); 148 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 149 Notes to the financial statements Note 1. Financial statements preparation (continued)  expected credit losses are probability-weighted amounts determined by evaluating a range of possible outcomes and taking into account the time value of money, past events, current conditions and forecasts of future economic conditions. This will involve a greater use of judgement than the existing impairment model; and  interest is calculated on the gross carrying amount of a financial asset, except where the asset is credit impaired (i.e. stage 3). This will result in an increase in interest income and impairment charges as currently interest is calculated on the net carrying value for all loans. Implementation Measurement Models have been developed, tested and approved while certain aspects of the impairment provisioning process continue to be assessed and refined. These models use three main components (as well as the time value of money) being:  Probability of default (PD): the probability that a counterparty will default;   Exposure at default (EAD): the estimated outstanding amount of credit exposure at the time of the default. Loss given default (LGD): the loss that is expected to arise in the event of a default; and The models use a 12 month timeframe for expected losses in stage 1 and a lifetime timeframe for expected losses in stages 2 and 3. The models incorporate past experience, current conditions and multiple probability-weighted macroeconomic scenarios for reasonably supportable future economic conditions. Where appropriate, adjustments will be made to modelled outcomes to reflect reasonable and supportable information not already incorporated in the models. Significant increase in credit risk and movement between stages An asset will move from stage 1 to stage 2 if there has been a significant increase in credit risk since origination. Hedging The judgement to determine this will be primarily based on changes in internal customer risk grades since origination of the facility. The Group does not intend to rebut the presumption that instruments that are 30 days past due have experienced a significant increase in risk but this will be used as a backstop rather than the primary indicator. The Group will not be applying the low credit risk exemption which assumes investment grade facilities do not have a significant increase in credit risk. The movement between stages 2 and 3 will be based on whether financial assets are credit-impaired at the reporting date which is expected to be similar to the individual assessment of impairment for financial assets under the current AASB 139. Assets may move in both directions through the stages of the impairment model. Assets previously in stage 2 may move back to stage 1 if it is no longer considered that there has been a significant deterioration of credit risk. Similarly, assets in stage 3 may move back to stage 2 if they are no longer assessed to be credit-impaired. Forward looking information The estimation of forward looking information is a key area requiring judgement. The Group intends to consider a minimum of three future macroeconomic scenarios. These will include a base case scenario along with upside and downside scenarios. The macroeconomic variables used in these scenarios, based on current economic forecasts, include (but are not limited to) unemployment rates, gross domestic product growth rates and residential and commercial property price indices. The macroeconomic variables and probability weightings of the three scenarios will be subject to the approval of the Group Chief Financial Officer and the Chief Risk Officer with oversight from the Board of Directors (and its Committees). Governance The Group has established a governance framework and has implemented controls to address disclosure of the impact of the new requirements of AASB 9 including key areas of judgement such as the determination of a significant increase in credit risk and the use of forward looking information in future economic scenarios along with the controls addressing credit data and systems and the expected credit loss models. The AASB 9 provision calculation models have been independently reviewed in accordance with the Group's model risk policies and approved by the Credit Risk Estimates Committee (CREC). The key judgements in relation to the new provisioning methodology have been discussed and agreed with the Board Risk and Compliance Committee (BRCC) and the Board Audit Committee. Models and credit risk processes have been tested in parallel run since May 2018 to provide a better understanding of the implications of the new impairment requirements. This included an evaluation of the effect on the Group’s results as well as ongoing validation of the controls and effectiveness of the governance and operational processes. The control environment will continue to evolve as the Group embeds processes and controls during the financial year ending 30 September 2019. Notes to the financial statements Note 1. Financial statements preparation (continued) Classification and measurement AASB 9 replaces the classification and measurement model in AASB 139 with a new model that categorises financial assets based on a) the business model within which the assets are managed, and b) whether the contractual cash flows under the instrument solely represent the payment of principal and interest. Financial assets will be measured at: amortised cost where the business model is to hold the financial assets in order to collect contractual cash flows and those cash flows represent solely payments of principal and interest; fair value through other comprehensive income where the business model is to both collect contractual cash flows and sell financial assets and the cash flows represent solely payments of principal and interest. Non-traded equity instruments can also be measured at fair value through other comprehensive income; or fair value through profit or loss if they are held for trading or if the cash flows on the asset do not solely represent payments of principal and interest. An entity can also elect to measure a financial asset at fair value through profit or loss if it eliminates or reduces an accounting mismatch. The accounting for financial liabilities is largely unchanged. Implementation The Group's classification and measurement implementation project has identified approximately $800 million of available-for- sale financial assets which will be reclassified to amortised cost under AASB 9 based on the hold to collect business model. In addition, the Group identified some available-for-sale and amortised cost financial assets that will be reclassified to fair value through profit and loss, however, the amounts being reclassified are not material. AASB 9 will change hedge accounting by increasing the eligibility of both hedged items and hedging instruments and introducing a more principles-based approach to assessing hedge effectiveness. Adoption of the new hedge accounting model is optional until the IASB completes its accounting for dynamic risk management project. Until this time, current hedge accounting under AASB 139 can continue to be applied. The Group will apply the option to continue hedge accounting under AASB 139, however will implement the amended AASB7 Financial Instruments: Disclosure (AASB7) hedge accounting disclosures as required. The impairment and classification and measurement requirements of AASB 9 will be applied retrospectively by adjusting the opening balance sheet at the date of initial application, 1 October 2018, with no restatement of comparatives as permitted by the standard. However, detailed transitional disclosures will be provided in accordance with the amended requirements of AASB 15 Revenue from Contracts with Customers (AASB 15) was issued on 28 May 2014 and will be effective from 1 October 2018. The standard replaces AASB 118 Revenue and related interpretations, and applies to all contracts with customers, except leases, financial instruments and insurance contracts. The standard provides a systematic approach to revenue recognition by introducing a five-step model governing revenue measurement and recognition. This includes: Implementation Transition AASB 7. identifying the contract with customer; identifying each of the performance obligations included in the contract; determining the amount of consideration in the contract; allocating the consideration to each of the identified performance obligations; and recognising revenue as each performance obligation is satisfied.         The Group will elect to apply AASB 15 retrospectively by adjusting the opening balance of retained earnings at the date of initial application, 1 October 2018, with no comparatives restatement. The Group has assessed the revenue streams existing at transition. Based on this assessment, the primary impacts from the adoption of AASB 15 are expected to be a grossing up of some income and expenses which are currently reported on a net basis. In addition, certain facility fees will be reclassified from non-interest income to interest income. These presentation changes will not have a material impact on the Group’s net profit, retained earnings or capital position. 150 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 151 Notes to the financial statements Notes to the financial statements Note 1. Financial statements preparation (continued) Note 1. Financial statements preparation (continued) Classification and measurement AASB 9 replaces the classification and measurement model in AASB 139 with a new model that categorises financial assets based on a) the business model within which the assets are managed, and b) whether the contractual cash flows under the instrument solely represent the payment of principal and interest. Financial assets will be measured at:  amortised cost where the business model is to hold the financial assets in order to collect contractual cash flows and those cash flows represent solely payments of principal and interest;   fair value through other comprehensive income where the business model is to both collect contractual cash flows and sell financial assets and the cash flows represent solely payments of principal and interest. Non-traded equity instruments can also be measured at fair value through other comprehensive income; or fair value through profit or loss if they are held for trading or if the cash flows on the asset do not solely represent payments of principal and interest. An entity can also elect to measure a financial asset at fair value through profit or loss if it eliminates or reduces an accounting mismatch. The accounting for financial liabilities is largely unchanged. Implementation The Group's classification and measurement implementation project has identified approximately $800 million of available-for- sale financial assets which will be reclassified to amortised cost under AASB 9 based on the hold to collect business model. In addition, the Group identified some available-for-sale and amortised cost financial assets that will be reclassified to fair value through profit and loss, however, the amounts being reclassified are not material. Hedging AASB 9 will change hedge accounting by increasing the eligibility of both hedged items and hedging instruments and introducing a more principles-based approach to assessing hedge effectiveness. Adoption of the new hedge accounting model is optional until the IASB completes its accounting for dynamic risk management project. Until this time, current hedge accounting under AASB 139 can continue to be applied. Implementation The Group will apply the option to continue hedge accounting under AASB 139, however will implement the amended AASB7 Financial Instruments: Disclosure (AASB7) hedge accounting disclosures as required. Transition The impairment and classification and measurement requirements of AASB 9 will be applied retrospectively by adjusting the opening balance sheet at the date of initial application, 1 October 2018, with no restatement of comparatives as permitted by the standard. However, detailed transitional disclosures will be provided in accordance with the amended requirements of AASB 7.    carrying value for all loans. Implementation Measurement expected credit losses are probability-weighted amounts determined by evaluating a range of possible outcomes and taking into account the time value of money, past events, current conditions and forecasts of future economic conditions. This will involve a greater use of judgement than the existing impairment model; and interest is calculated on the gross carrying amount of a financial asset, except where the asset is credit impaired (i.e. stage 3). This will result in an increase in interest income and impairment charges as currently interest is calculated on the net Models have been developed, tested and approved while certain aspects of the impairment provisioning process continue to be assessed and refined. These models use three main components (as well as the time value of money) being:  Probability of default (PD): the probability that a counterparty will default; Loss given default (LGD): the loss that is expected to arise in the event of a default; and  Exposure at default (EAD): the estimated outstanding amount of credit exposure at the time of the default. The models use a 12 month timeframe for expected losses in stage 1 and a lifetime timeframe for expected losses in stages 2 and 3. The models incorporate past experience, current conditions and multiple probability-weighted macroeconomic scenarios for reasonably supportable future economic conditions. Where appropriate, adjustments will be made to modelled outcomes to reflect reasonable and supportable information not already incorporated in the models. Significant increase in credit risk and movement between stages An asset will move from stage 1 to stage 2 if there has been a significant increase in credit risk since origination. The judgement to determine this will be primarily based on changes in internal customer risk grades since origination of the facility. The Group does not intend to rebut the presumption that instruments that are 30 days past due have experienced a significant increase in risk but this will be used as a backstop rather than the primary indicator. The Group will not be applying the low credit risk exemption which assumes investment grade facilities do not have a significant increase in credit risk. The movement between stages 2 and 3 will be based on whether financial assets are credit-impaired at the reporting date which is expected to be similar to the individual assessment of impairment for financial assets under the current AASB 139. Assets may move in both directions through the stages of the impairment model. Assets previously in stage 2 may move back to stage 1 if it is no longer considered that there has been a significant deterioration of credit risk. Similarly, assets in stage 3 may move back to stage 2 if they are no longer assessed to be credit-impaired. Forward looking information The estimation of forward looking information is a key area requiring judgement. The Group intends to consider a minimum of three future macroeconomic scenarios. These will include a base case scenario along with upside and downside scenarios. The macroeconomic variables used in these scenarios, based on current economic forecasts, include (but are not limited to) unemployment rates, gross domestic product growth rates and residential and commercial property price indices. The macroeconomic variables and probability weightings of the three scenarios will be subject to the approval of the Group Chief Financial Officer and the Chief Risk Officer with oversight from the Board of Directors (and its Committees). Governance Committee. The Group has established a governance framework and has implemented controls to address disclosure of the impact of the new requirements of AASB 9 including key areas of judgement such as the determination of a significant increase in credit risk and the use of forward looking information in future economic scenarios along with the controls addressing credit data and systems and the expected credit loss models. The AASB 9 provision calculation models have been independently reviewed in accordance with the Group's model risk policies and approved by the Credit Risk Estimates Committee (CREC). The key judgements in relation to the new provisioning methodology have been discussed and agreed with the Board Risk and Compliance Committee (BRCC) and the Board Audit Models and credit risk processes have been tested in parallel run since May 2018 to provide a better understanding of the implications of the new impairment requirements. This included an evaluation of the effect on the Group’s results as well as ongoing validation of the controls and effectiveness of the governance and operational processes. The control environment will continue to evolve as the Group embeds processes and controls during the financial year ending 30 September 2019. The Group will elect to apply AASB 15 retrospectively by adjusting the opening balance of retained earnings at the date of initial application, 1 October 2018, with no comparatives restatement. The Group has assessed the revenue streams existing at transition. Based on this assessment, the primary impacts from the adoption of AASB 15 are expected to be a grossing up of some income and expenses which are currently reported on a net basis. In addition, certain facility fees will be reclassified from non-interest income to interest income. These presentation changes will not have a material impact on the Group’s net profit, retained earnings or capital position. 150 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 151 AASB 15 Revenue from Contracts with Customers (AASB 15) was issued on 28 May 2014 and will be effective from 1 October 2018. The standard replaces AASB 118 Revenue and related interpretations, and applies to all contracts with customers, except leases, financial instruments and insurance contracts. The standard provides a systematic approach to revenue recognition by introducing a five-step model governing revenue measurement and recognition. This includes:      allocating the consideration to each of the identified performance obligations; and identifying each of the performance obligations included in the contract; recognising revenue as each performance obligation is satisfied. determining the amount of consideration in the contract; identifying the contract with customer; 3 Notes to the financial statements Note 1. Financial statements preparation (continued) AASB 16 Leases (AASB 16) was issued on 24 February 2016 and will be effective for the 30 September 2020 financial year. The standard will not result in significant changes for lessor accounting. The main changes under the standard are:  all operating leases of greater than 12 months duration will be required to be presented on balance sheet by the lessee as a right-of-use asset and lease liability. The asset and liability will initially be measured at the present value of non- cancellable lease payments and payments to be made in optional periods where it is reasonably certain that the option will be exercised. Details of the Group's lease obligations are included in Note 30; and  all leases on balance sheet will give rise to a combination of interest expense on the lease liability and depreciation of the right-of-use asset. Alternative methods of calculating the right-of-use asset are allowed under AASB 16 which impact the size of the transition adjustment. The Group is still evaluating which transition method to apply. Current project implementation efforts are focused on the review and evaluation of contracts within scope of the standard. AASB 17 Insurance Contracts (AASB 17) was issued on 19 July 2017 and will be effective for the 30 September 2022 year end unless early adopted. This will replace AASB 4 Insurance Contracts, AASB 1023 General Insurance Contracts and AASB 1038 Life Insurance Contracts. The main changes under the standard are:  the scope of the standard may result in some contracts that are currently "unbundled", i.e. accounted for separately as insurance and investment contracts being required to be "bundled" and accounted for as an insurance contract;         portfolios of contracts (with similar risks which are managed together) will be required to be disaggregated to a more granular level by both the age of a contract and the likelihood of the contract being onerous in order to determine the recognition of profit over the contract period (i.e. the contractual service margin). The contractual service margin uses a different basis to recognise profit to the current Margin on Services approach for life insurance and therefore the pattern of profit recognition is likely to differ; risk adjustments, which reflect uncertainties in the amount and timing of future cash flows, are required for both general and life insurance contracts rather than just general insurance contracts under the current accounting standards; the contract boundary, which is the period over which profit is recognised, differs and is determined based on the ability to compel the policyholder to pay premiums or the substantive obligation to provide coverage/services. For some general insurance contracts (e.g. some lender mortgage insurance and reinsurance contracts) this may result in the contract boundary being longer. For life insurance, in particular term renewable contracts, the contract boundary is expected to be shorter. Both will be impacted by different patterns of profit recognition compared to the current standards; a narrower definition of what acquisition costs may be deferred; an election to recognise changes in assumptions regarding discount rate in other comprehensive income rather than in profit and loss;  Business Bank (BB): an election to recognise changes in the fair value of assets supporting policy liabilities in other comprehensive income rather than through profit and loss; reinsurance contracts and the associated liability are to be determined separately to the gross contract liability and may have different contract boundaries; and additional disclosure requirements. The standard is expected to result in a reduction in the level of deferred acquisition costs, however the quantum of this and the profit and loss impacts to the Group are not yet practicable to determine. Notes to the financial statements FINANCIAL PERFORMANCE Note 2. Segment reporting Accounting policy Operating segments are presented on a basis consistent with information provided internally to Westpac’s key decision makers and reflects the management of the business, rather than the legal structure of the Group. Internally, Westpac uses ‘cash earnings’ in assessing the financial performance of its divisions. Management believes this allows the Group to:  more effectively assess current year performance against prior years; compare performance across business divisions; and compare performance across peer companies. Cash earnings is viewed as a measure of the level of profit that is generated by ongoing operations and is therefore considered in assessing distributions, including dividends. Cash earnings is neither a measure of cash flow nor net profit determined on a cash accounting basis, as it includes both cash and non-cash adjustments to statutory net profit. To determine cash earnings, three categories of adjustments are made to statutory results:  material items that key decision makers at the Westpac Group believe do not reflect ongoing operations; items that are not considered when dividends are recommended, such as the amortisation of intangibles, impact of Treasury shares and economic hedging; and accounting reclassifications between individual line items that do not impact statutory results. Internal charges and transfer pricing adjustments have been reflected in the performance of each operating segment. Inter- segment pricing is determined on an arm’s length basis.     The operating segments are defined by the customers they service and the services they provide: Reportable operating segments  Consumer Bank (CB): - responsible for sales and service of banking and financial products and services; - customer base is consumer in Australia; and - operates under the Westpac, St.George, BankSA, Bank of Melbourne and RAMS brands. - responsible for sales and service of banking and financial products and services; - customer base is SME and commercial business customers in Australia for facilities up to approximately $150 million; and - operates under the Westpac, St.George, BankSA and Bank of Melbourne brands.  BT Financial Group (Australia) (BTFG): - Westpac's Australian wealth management and insurance division; - services include the manufacturing and distribution of investment, superannuation and retirement products, wealth administration platforms, private wealth, margin lending and equities broking; - BTFG's insurance business covers the manufacturing and distribution of life, general and lenders mortgage insurance; - in addition to the BT brand, BTFG operates a range of financial services brands along with the banking brands of Westpac, St.George, Bank of Melbourne and BankSA for Private Wealth and Insurance.  Westpac Institutional Bank (WIB): - Westpac's institutional financial services division delivering a broad range of financial products and services; - services include transactional banking, financial and debt capital markets, specialised capital, and alternative investment solutions; UK and Asia; and - customer base includes commercial, corporate, institutional and government customers; - customers are supported throughout Australia, as well as via branches and subsidiaries located in New Zealand, US, - also responsible for Westpac Pacific, providing a range of banking services in Fiji and Papua New Guinea. 152 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 153 compare performance across peer companies. compare performance across business divisions; and Internally, Westpac uses ‘cash earnings’ in assessing the financial performance of its divisions. Management believes this allows the Group to:  more effectively assess current year performance against prior years;   Notes to the financial statements FINANCIAL PERFORMANCE Note 2. Segment reporting Accounting policy Operating segments are presented on a basis consistent with information provided internally to Westpac’s key decision makers and reflects the management of the business, rather than the legal structure of the Group. Notes to the financial statements Note 1. Financial statements preparation (continued) AASB 16 Leases (AASB 16) was issued on 24 February 2016 and will be effective for the 30 September 2020 financial year. The standard will not result in significant changes for lessor accounting. The main changes under the standard are: all operating leases of greater than 12 months duration will be required to be presented on balance sheet by the lessee as a right-of-use asset and lease liability. The asset and liability will initially be measured at the present value of non- cancellable lease payments and payments to be made in optional periods where it is reasonably certain that the option will be exercised. Details of the Group's lease obligations are included in Note 30; and all leases on balance sheet will give rise to a combination of interest expense on the lease liability and depreciation of the right-of-use asset. Alternative methods of calculating the right-of-use asset are allowed under AASB 16 which impact the size of the transition adjustment. The Group is still evaluating which transition method to apply. Current project implementation efforts are focused on the review and evaluation of contracts within scope of the standard. AASB 17 Insurance Contracts (AASB 17) was issued on 19 July 2017 and will be effective for the 30 September 2022 year end unless early adopted. This will replace AASB 4 Insurance Contracts, AASB 1023 General Insurance Contracts and AASB 1038 Life Insurance Contracts. The main changes under the standard are: the scope of the standard may result in some contracts that are currently "unbundled", i.e. accounted for separately as insurance and investment contracts being required to be "bundled" and accounted for as an insurance contract; portfolios of contracts (with similar risks which are managed together) will be required to be disaggregated to a more granular level by both the age of a contract and the likelihood of the contract being onerous in order to determine the recognition of profit over the contract period (i.e. the contractual service margin). The contractual service margin uses a different basis to recognise profit to the current Margin on Services approach for life insurance and therefore the pattern of profit recognition is likely to differ; risk adjustments, which reflect uncertainties in the amount and timing of future cash flows, are required for both general and life insurance contracts rather than just general insurance contracts under the current accounting standards; the contract boundary, which is the period over which profit is recognised, differs and is determined based on the ability to compel the policyholder to pay premiums or the substantive obligation to provide coverage/services. For some general insurance contracts (e.g. some lender mortgage insurance and reinsurance contracts) this may result in the contract boundary being longer. For life insurance, in particular term renewable contracts, the contract boundary is expected to be shorter. Both will be impacted by different patterns of profit recognition compared to the current standards; a narrower definition of what acquisition costs may be deferred; profit and loss; rather than through profit and loss; have different contract boundaries; and additional disclosure requirements. The standard is expected to result in a reduction in the level of deferred acquisition costs, however the quantum of this and the profit and loss impacts to the Group are not yet practicable to determine.            Cash earnings is viewed as a measure of the level of profit that is generated by ongoing operations and is therefore considered in assessing distributions, including dividends. Cash earnings is neither a measure of cash flow nor net profit determined on a cash accounting basis, as it includes both cash and non-cash adjustments to statutory net profit. To determine cash earnings, three categories of adjustments are made to statutory results:  material items that key decision makers at the Westpac Group believe do not reflect ongoing operations;  items that are not considered when dividends are recommended, such as the amortisation of intangibles, impact of Treasury shares and economic hedging; and  accounting reclassifications between individual line items that do not impact statutory results. Internal charges and transfer pricing adjustments have been reflected in the performance of each operating segment. Inter- segment pricing is determined on an arm’s length basis. Reportable operating segments The operating segments are defined by the customers they service and the services they provide:  Consumer Bank (CB): - responsible for sales and service of banking and financial products and services; - customer base is consumer in Australia; and - operates under the Westpac, St.George, BankSA, Bank of Melbourne and RAMS brands. an election to recognise changes in assumptions regarding discount rate in other comprehensive income rather than in  Business Bank (BB): an election to recognise changes in the fair value of assets supporting policy liabilities in other comprehensive income - responsible for sales and service of banking and financial products and services; - customer base is SME and commercial business customers in Australia for facilities up to approximately $150 million; reinsurance contracts and the associated liability are to be determined separately to the gross contract liability and may and - operates under the Westpac, St.George, BankSA and Bank of Melbourne brands.  BT Financial Group (Australia) (BTFG): - Westpac's Australian wealth management and insurance division; - services include the manufacturing and distribution of investment, superannuation and retirement products, wealth 3 administration platforms, private wealth, margin lending and equities broking; - BTFG's insurance business covers the manufacturing and distribution of life, general and lenders mortgage insurance; - in addition to the BT brand, BTFG operates a range of financial services brands along with the banking brands of Westpac, St.George, Bank of Melbourne and BankSA for Private Wealth and Insurance.  Westpac Institutional Bank (WIB): - Westpac's institutional financial services division delivering a broad range of financial products and services; - services include transactional banking, financial and debt capital markets, specialised capital, and alternative investment solutions; - customer base includes commercial, corporate, institutional and government customers; - customers are supported throughout Australia, as well as via branches and subsidiaries located in New Zealand, US, UK and Asia; and - also responsible for Westpac Pacific, providing a range of banking services in Fiji and Papua New Guinea. 152 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 153 Notes to the financial statements Note 2. Segment reporting (continued)  Westpac New Zealand: - responsible for sales and service of banking, wealth and insurance products to customers in New Zealand; - customer base includes consumers, business and institutional customers; and - operates under the Westpac brand for banking products, the Westpac Life brand for life insurance products and the BT brand for wealth products.  Group Businesses include: - Treasury, which is responsible for the management of the Group’s balance sheet including wholesale funding, capital and management of liquidity. Treasury also manages the interest rate risk and foreign exchange risks inherent in the balance sheet, including managing the mismatch between Group assets and liabilities. Treasury’s earnings are primarily sourced from managing the Group’s balance sheet and interest rate risk, (excluding Westpac New Zealand) within set risk limits; - Group Technology1, which comprises functions for the Australian businesses, is responsible for technology strategy and architecture, infrastructure and operations, applications development and business integration; - Core Support2, which comprises functions performed centrally, including Australian banking operations, property services, strategy, finance, risk, compliance, legal, human resources, and customer and corporate relations; and - Group Businesses also includes earnings on capital not allocated to divisions, for certain intra-group transactions that facilitate presentation of performance of the Group’s operating segments, earnings from non-core asset sales, earnings and costs associated with the Group’s fintech investments, and certain other head office items such as centrally held provisions. Revisions to segment allocations In 2018, Westpac implemented a number of changes to the presentation of its divisional financial information. These changes have no impact on the Group’s overall results or balance sheet but impact divisional results and balance sheets. Comparative divisional financial information has been restated for these changes. The changes include updates to the methodologies to allocate certain costs, revenues and capital to the divisions. These changes can be summarised as: 1. Allocating additional capital from Group Businesses to operating divisions, following greater clarity from APRA on updates to its capital framework; 2. Updating the Group’s cost of funds transfer pricing methodology, including the allocation of revenue from balance sheet management activities; 3. Realigning divisional earnings and balance sheet disclosures for recent customer transfers; and 4. Refining expense allocations to improve the allocation of support costs to divisions. Note 2. Segment reporting (continued) The following tables present the segment results on a cash earnings basis for the Group:1 Notes to the financial statements BT Financial Westpac Westpac Consumer Business Group Institutional New Group Bank 7,748 746 Bank (Australia) Bank Zealand Businesses Total adjustment Statement 4,065 1,189 578 1,648 1,416 1,556 1,720 438 812 35 16,339 5,612 166 16 16,505 5,628 Net cash earnings Income 8,494 (3,542) (451) 4,501 (1,361) - 3,140 (15) 5,254 (1,876) (291) 3,087 (928) - 2,159 (2) 2,226 (1,291) (6) 929 (284) - 645 (73) 2,972 (1,446) 38 1,564 (473) (5) 1,086 - 2,158 (860) (2) 1,296 (362) - 934 13 847 (571) 2 278 (178) 1 101 107 21,951 (9,586) (710) 11,655 (3,586) (4) 8,065 30 182 (106) - 76 (46) 22,133 (9,692) (710) 11,731 (3,632) - 30 (4) 8,095 of Westpac Banking Corporation 3,125 2,157 572 1,086 947 208 8,095 (173) (71) (78) (274) (81) (467) (1,144) 392,495 156,523 212,472 114,137 34,923 42,500 102,380 126,620 82,424 72,078 110,847 247,212 879,592 815,019 equipment and intangible assets 363 94 96 88 99 452 1,192 BT Financial Westpac Westpac Consumer Business Group Institutional New Group Bank Bank (Australia) Bank Zealand Businesses Total adjustment Statement 7,638 813 3,885 1,141 511 1,744 1,328 1,707 1,629 480 713 (33) 15,704 5,852 (188) 434 15,516 6,286 Net cash earnings Income 8,451 (3,378) (565) 4,508 (1,353) - 3,155 (116) 5,026 (1,818) (343) 2,865 (862) - 2,003 (10) 2,255 (1,199) (4) 1,052 (316) - 736 160 3,035 (1,351) (56) 1,628 (462) (7) 1,159 - 2,109 (903) 72 1,278 (361) - 917 (14) 680 (456) 43 267 (175) - 92 (92) 21,556 (9,105) (853) 11,598 (3,529) (7) 8,062 (72) 246 (329) - (83) 11 - (72) 21,802 (9,434) (853) 11,515 (3,518) (7) 7,990 2018 $m Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment (charges)/benefits Profit before income tax Income tax expense Net profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners Additional information Depreciation, amortisation and impairments Balance Sheet Total assets Total liabilities Additions of property and 2017 $m Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment (charges)/benefits Profit before income tax Income tax expense Net profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners Additional information Depreciation, amortisation and impairments1 Balance Sheet Total assets Total liabilities Additions of property and of Westpac Banking Corporation 3,039 1,993 896 1,159 903 - 7,990 (335) (79) (49) (206) (86) (514) (1,269) 377,457 153,078 35,237 103,080 81,285 101,738 202,689 111,385 41,431 118,875 71,432 244,721 851,875 790,533 equipment and intangible assets 276 54 93 55 85 442 1,005 1 Costs are fully allocated to other divisions in the Group. 2 Costs are partially allocated to other divisions in the Group, with costs attributed to enterprise activity retained in Group Businesses. 1 Comparatives have been revised for consistency. 154 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 155 - customer base includes consumers, business and institutional customers; and - operates under the Westpac brand for banking products, the Westpac Life brand for life insurance products and the BT brand for wealth products.  Group Businesses include: - Treasury, which is responsible for the management of the Group’s balance sheet including wholesale funding, capital and management of liquidity. Treasury also manages the interest rate risk and foreign exchange risks inherent in the balance sheet, including managing the mismatch between Group assets and liabilities. Treasury’s earnings are primarily sourced from managing the Group’s balance sheet and interest rate risk, (excluding Westpac New Zealand) within set risk limits; - Group Technology1, which comprises functions for the Australian businesses, is responsible for technology strategy and architecture, infrastructure and operations, applications development and business integration; - Core Support2, which comprises functions performed centrally, including Australian banking operations, property services, strategy, finance, risk, compliance, legal, human resources, and customer and corporate relations; and - Group Businesses also includes earnings on capital not allocated to divisions, for certain intra-group transactions that facilitate presentation of performance of the Group’s operating segments, earnings from non-core asset sales, earnings and costs associated with the Group’s fintech investments, and certain other head office items such as centrally held provisions. Revisions to segment allocations changes can be summarised as: to its capital framework; management activities; In 2018, Westpac implemented a number of changes to the presentation of its divisional financial information. These changes have no impact on the Group’s overall results or balance sheet but impact divisional results and balance sheets. Comparative divisional financial information has been restated for these changes. The changes include updates to the methodologies to allocate certain costs, revenues and capital to the divisions. These 1. Allocating additional capital from Group Businesses to operating divisions, following greater clarity from APRA on updates 2. Updating the Group’s cost of funds transfer pricing methodology, including the allocation of revenue from balance sheet 3. Realigning divisional earnings and balance sheet disclosures for recent customer transfers; and 4. Refining expense allocations to improve the allocation of support costs to divisions. Notes to the financial statements Note 2. Segment reporting (continued)  Westpac New Zealand: Note 2. Segment reporting (continued) The following tables present the segment results on a cash earnings basis for the Group:1 Notes to the financial statements - responsible for sales and service of banking, wealth and insurance products to customers in New Zealand; 2018 BT Financial $m Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment (charges)/benefits Profit before income tax Income tax expense Net profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation Additional information Depreciation, amortisation and impairments Balance Sheet Total assets Total liabilities Additions of property and equipment and intangible assets 2017 $m Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment (charges)/benefits Profit before income tax Income tax expense Net profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation Additional information Depreciation, amortisation and impairments1 Balance Sheet Total assets Total liabilities Additions of property and equipment and intangible assets Consumer Business Group Institutional Bank 7,748 746 Bank (Australia) 578 4,065 1,648 1,189 Westpac Westpac Group New Bank Zealand Businesses 812 1,416 35 1,556 1,720 438 Net cash Income earnings Total adjustment Statement 16,505 5,628 166 16 16,339 5,612 8,494 (3,542) (451) 4,501 (1,361) - 3,140 (15) 5,254 (1,876) (291) 3,087 (928) - 2,159 (2) 2,226 (1,291) (6) 929 (284) - 645 (73) 2,972 (1,446) 38 1,564 (473) (5) 1,086 - 2,158 (860) (2) 1,296 (362) - 934 13 847 (571) 2 278 (178) 1 101 107 21,951 (9,586) (710) 11,655 (3,586) (4) 8,065 30 182 (106) - 76 (46) 22,133 (9,692) (710) 11,731 (3,632) - 30 (4) 8,095 3,125 2,157 572 1,086 947 208 8,095 (173) (71) (78) (274) (81) (467) (1,144) 392,495 212,472 156,523 114,137 34,923 42,500 102,380 126,620 82,424 72,078 110,847 247,212 879,592 815,019 363 94 96 88 99 452 1,192 BT Consumer Business Financial Westpac Westpac New Group Institutional Bank Group Zealand Businesses Bank (Australia) 3,885 1,141 511 1,744 1,328 1,707 1,629 480 713 (33) Net cash Income earnings Total adjustment Statement 15,516 (188) 6,286 434 15,704 5,852 Bank 7,638 813 8,451 (3,378) (565) 4,508 (1,353) - 3,155 (116) 5,026 (1,818) (343) 2,865 (862) - 2,003 (10) 2,255 (1,199) (4) 1,052 (316) - 736 160 3,035 (1,351) (56) 1,628 (462) (7) 1,159 - 2,109 (903) 72 1,278 (361) - 917 (14) 680 (456) 43 267 (175) - 92 (92) 21,556 (9,105) (853) 11,598 (3,529) (7) 8,062 (72) 246 (329) - (83) 11 - (72) 21,802 (9,434) (853) 11,515 (3,518) (7) 7,990 3 3,039 1,993 896 1,159 903 - 7,990 (335) (79) (49) (206) (86) (514) (1,269) 377,457 153,078 35,237 103,080 81,285 101,738 202,689 111,385 41,431 118,875 71,432 244,721 851,875 790,533 276 54 93 55 85 442 1,005 1 Costs are fully allocated to other divisions in the Group. 2 Costs are partially allocated to other divisions in the Group, with costs attributed to enterprise activity retained in Group Businesses. 1 Comparatives have been revised for consistency. 154 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 155 BT Consumer Business Financial Westpac Westpac New Group Institutional Bank Group Zealand Businesses Bank (Australia) 3,766 1,089 460 1,908 1,421 1,537 1,606 483 827 8 Net cash Income earnings Total adjustment Statement 15,148 (200) 5,837 (51) 15,348 5,888 4,855 (1,774) (386) 2,695 (810) - 1,885 (10) 2,368 (1,184) - 1,184 (352) - 832 (32) 2,958 (1,374) (177) 1,407 (421) (7) 979 - 2,089 (889) (54) 1,146 (321) - 825 2 835 (398) 9 446 (148) (8) 290 (221) 21,236 (8,931) (1,124) 11,181 (3,344) (15) 7,822 (377) (251) (286) - (537) 160 - (377) 20,985 (9,217) (1,124) 10,644 (3,184) (15) 7,445 Notes to the financial statements Note 2. Segment reporting (continued) Bank 7,268 863 8,131 (3,312) (516) 4,303 (1,292) - 3,011 (116) 2016 $m Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment (charges)/benefits Profit before income tax Income tax expense Net profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation Additional information Depreciation, amortisation and impairments Balance Sheet Total assets1 Total liabilities Additions of property and equipment and intangible assets 2,895 1,875 800 979 827 69 7,445 Revenue from products and services (282) (65) (67) (188) (102) (524) (1,228) 359,228 148,904 38,217 110,616 82,071 100,166 191,027 106,046 40,792 125,931 72,408 244,817 839,202 781,021 178 83 88 459 96 417 1,321 Note 2. Segment reporting (continued) Reconciliation of cash earnings to net profit $m Cash earnings for the year Cash earning adjustments: Adjustments relating to Pendal (BTIM)1 Amortisation of intangible assets Acquisition, transaction and integration expenses Fair value gain/(loss) on economic hedges Ineffective hedges Treasury shares Total cash earnings adjustments Notes to the financial statements 2018 2017 8,065 8,062 2016 7,822 (73) (17) - 126 (13) 7 30 171 (137) - (69) (16) (21) (72) - (158) (15) (203) 9 (10) (377) 7,445 Net profit attributable to owners of Westpac Banking Corporation 8,095 7,990 Further details of the above cash earnings adjustments, which are all net of tax, are provided in Divisional performance in Section 2. Details of revenue from external customers by product or service are disclosed in Notes 3 and 4. No single customer amounted to greater than 10% of the Group’s revenue. Geographic segments Geographic segments are based on the location of the office where the following items were recognised: Revenue Australia New Zealand Other overseas2 Total Australia New Zealand Other overseas2 Total Non-current assets3 2018 $m % 2017 $m % 2016 $m % 87.3 11.0 1.7 32,696 4,406 1,097 85.6 11.5 2.9 32,328 4,360 830 86.2 11.6 2.2 32,868 4,158 633 38,199 100.0 37,518 100.0 37,659 100.0 12,271 93.7 12,326 93.8 12,607 93.7 756 65 5.8 0.5 745 68 5.7 0.5 774 77 5.8 0.5 13,092 100.0 13,139 100.0 13,458 100.0 1 Total assets for BT Financial Group (Australia) include the equity accounted carrying value of the investment in Pendal Group Limited of $718 million. 1 Pendal Group Limited (Pendal), formerly BT Investment Management (BTIM). 2 Other included Pacific Islands, Asia, the Americas and Europe. 3 Non-current assets represent property and equipment and intangible assets. 156 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 157 BT Financial Westpac Westpac Consumer Business Group Institutional New Group Bank Bank (Australia) Bank Zealand Businesses Total adjustment Statement 7,268 863 3,766 1,089 460 1,908 1,421 1,537 1,606 483 827 15,348 8 5,888 (200) (51) 15,148 5,837 Net cash earnings Income 8,131 (3,312) (516) 4,303 (1,292) - 3,011 (116) 4,855 (1,774) (386) 2,695 (810) - 1,885 (10) 2,368 (1,184) - 1,184 (352) - 832 (32) 2,958 (1,374) (177) 1,407 (421) (7) 979 - 2,089 (889) (54) 1,146 (321) - 825 2 835 (398) 9 446 (148) (8) 290 (221) 21,236 (8,931) (1,124) 11,181 (3,344) (15) 7,822 (377) (251) (286) - (537) 160 - (377) 20,985 (9,217) (1,124) 10,644 (3,184) (15) 7,445 Notes to the financial statements Note 2. Segment reporting (continued) 2016 $m Net interest income Non-interest income Net operating income before operating expenses and impairment charges Operating expenses Impairment (charges)/benefits Profit before income tax Income tax expense Net profit attributable to non-controlling interests Cash earnings for the year Net cash earnings adjustments Net profit attributable to owners Additional information Depreciation, amortisation and impairments Balance Sheet Total assets1 Total liabilities Additions of property and of Westpac Banking Corporation 2,895 1,875 800 979 827 69 7,445 (282) (65) (67) (188) (102) (524) (1,228) 359,228 148,904 38,217 110,616 82,071 100,166 191,027 106,046 40,792 125,931 72,408 244,817 839,202 781,021 equipment and intangible assets 178 83 88 459 96 417 1,321 Note 2. Segment reporting (continued) Reconciliation of cash earnings to net profit $m Cash earnings for the year Cash earning adjustments: Adjustments relating to Pendal (BTIM)1 Amortisation of intangible assets Acquisition, transaction and integration expenses Fair value gain/(loss) on economic hedges Ineffective hedges Treasury shares Total cash earnings adjustments Net profit attributable to owners of Westpac Banking Corporation Notes to the financial statements 2018 2017 8,065 8,062 2016 7,822 (73) (17) - 126 (13) 7 30 8,095 171 (137) - (69) (16) (21) (72) 7,990 - (158) (15) (203) 9 (10) (377) 7,445 Further details of the above cash earnings adjustments, which are all net of tax, are provided in Divisional performance in Section 2. Revenue from products and services Details of revenue from external customers by product or service are disclosed in Notes 3 and 4. No single customer amounted to greater than 10% of the Group’s revenue. Geographic segments Geographic segments are based on the location of the office where the following items were recognised: Revenue Australia New Zealand Other overseas2 Total Non-current assets3 Australia New Zealand Other overseas2 Total 2018 $m % 2017 $m % 2016 $m 32,696 4,406 1,097 85.6 11.5 2.9 32,328 4,360 830 86.2 11.6 2.2 32,868 4,158 633 % 87.3 11.0 1.7 38,199 100.0 37,518 100.0 37,659 100.0 12,271 93.7 12,326 93.8 12,607 756 5.8 745 5.7 774 65 13,092 0.5 100.0 68 13,139 0.5 100.0 77 13,458 93.7 5.8 0.5 100.0 3 1 Total assets for BT Financial Group (Australia) include the equity accounted carrying value of the investment in Pendal Group Limited of $718 million. 1 Pendal Group Limited (Pendal), formerly BT Investment Management (BTIM). 2 Other included Pacific Islands, Asia, the Americas and Europe. 3 Non-current assets represent property and equipment and intangible assets. 156 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 157 Notes to the financial statements Note 3. Net interest income Accounting policy Interest income and expense for all interest earning financial assets and interest bearing financial liabilities, detailed within the table below, are recognised using the effective interest rate method. Net income from treasury’s interest rate and liquidity management activities and the cost of the Bank levy are included in net interest income. The effective interest rate method calculates the amortised cost of a financial instrument by discounting the financial instrument’s estimated future cash receipts or payments to their present value and allocates the interest income or interest expense, including any fees, costs, premiums or discounts integral to the instrument, over its expected life. $m Interest income Cash and balances with central banks Receivables due from other financial institutions Net ineffectiveness on qualifying hedges Trading securities and financial assets designated at fair value Available-for-sale securities Loans Regulatory deposits with central banks overseas Due from subsidiaries Other interest income Total interest income Interest expense Payables due to other financial institutions Deposits and other borrowings Trading liabilities Debt issues Due to subsidiaries Loan capital Bank levy Other interest expense Total interest expense Net interest income Consolidated Parent Entity completed. 2018 2017 2016 2018 2017 325 108 (18) 542 241 110 (22) 558 260 100 12 645 300 102 (22) 499 216 85 (13) 505 1,914 1,795 1,808 1,743 1,613 29,621 28,504 28,953 25,801 24,577 23 - 56 17 - 29 13 - 31 23 17 4,328 3,838 56 27 32,571 31,232 31,822 32,830 30,865 (319) (9,021) (959) (4,480) - (774) (378) (135) (279) (8,868) (2,065) (3,585) - (693) (95) (131) (345) (9,369) (2,520) (3,737) - (589) - (114) (314) (7,817) (754) (3,958) (4,851) (774) (378) (131) (278) (7,680) (1,646) (3,034) (4,211) (693) (95) (128) (16,066) 16,505 (15,716) 15,516 (16,674) 15,148 (18,977) 13,853 (17,765) 13,100 Of the amounts noted in total interest income and total interest expense, the amounts related to financial instruments not measured at fair value through income statement were as follows: $m Interest income Interest expense Consolidated 2017 2018 31,934 14,070 30,555 12,673 2016 30,941 13,101 Parent Entity 2018 2017 32,240 17,217 30,232 15,205 Notes to the financial statements Note 4. Non-interest income Accounting policy Fees and commissions Fees and commission income are recognised as follows:              facility fees are primarily earned for the provision of credit and other facilities to customers and are recognised as the services are provided; transaction fees are earned for facilitating transactions and are recognised once the transaction is executed; other non-risk fee income includes advisory and underwriting fees which are recognised when the related service is Income which forms an integral part of the effective interest rate of a financial instrument is recognised using the effective interest method and recorded in interest income (for example, loan origination fees). Funds management fees earned for the ongoing management of customer funds and investments are recognised over the Funds management income period of management. Premium income Premium income includes premiums earned for life insurance, life investment and general insurance products: life insurance premiums with a regular due date are recognised as revenue on an accrual basis. Premiums with no due date are recognised on a cash received basis; life investment premiums include a management fee component which is recognised as funds management income over the period the service is provided. The deposit components of life insurance and investment contracts are not revenue and are treated as movements in life insurance policy liabilities; general insurance premium comprises amounts charged to policyholders, excluding taxes, and is recognised based on the likely pattern in which the insured risk is likely to emerge. The portion not yet earned based on the pattern assessment is recognised as unearned premium liability. Claims expense insurance liabilities. Trading income life and general insurance contract claims are recognised as an expense when the liability is established; claims incurred in respect of life investment contracts represent withdrawals and are recognised as a reduction in life realised and unrealised gains or losses from changes in the fair value of trading assets, liabilities and derivatives are recognised in the period in which they arise (except day one profits or losses which are deferred, refer to Note 23); dividend income on the trading portfolio is recorded as part of trading income; net income related to Treasury’s interest rate and liquidity management activities is included in net interest income. Dividend income dividends on quoted shares are recognised on the ex-dividend date; dividends on unquoted shares are recognised when the company’s right to receive payment is established. 158 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 159 Notes to the financial statements Note 3. Net interest income Accounting policy Interest income and expense for all interest earning financial assets and interest bearing financial liabilities, detailed within the table below, are recognised using the effective interest rate method. Net income from treasury’s interest rate and liquidity management activities and the cost of the Bank levy are included in net interest income. The effective interest rate method calculates the amortised cost of a financial instrument by discounting the financial instrument’s estimated future cash receipts or payments to their present value and allocates the interest income or interest expense, including any fees, costs, premiums or discounts integral to the instrument, over its expected life. $m Interest income Cash and balances with central banks Receivables due from other financial institutions Net ineffectiveness on qualifying hedges Trading securities and financial assets designated at fair value Available-for-sale securities Loans Regulatory deposits with central banks overseas Payables due to other financial institutions Deposits and other borrowings Due from subsidiaries Other interest income Total interest income Interest expense Trading liabilities Debt issues Due to subsidiaries Loan capital Bank levy Other interest expense Total interest expense Net interest income $m Interest income Interest expense Consolidated Parent Entity 2018 2017 2016 2018 2017 1,914 1,795 1,808 1,743 1,613 29,621 28,504 28,953 25,801 24,577 241 110 (22) 558 17 - 29 260 100 12 645 13 - 31 300 102 (22) 499 23 56 216 85 (13) 505 17 27 4,328 3,838 325 108 (18) 542 23 - 56 32,571 31,232 31,822 32,830 30,865 (319) (9,021) (959) (4,480) - (774) (378) (135) (279) (8,868) (2,065) (3,585) - (693) (95) (131) (345) (9,369) (2,520) (3,737) (589) - - (114) (314) (7,817) (754) (3,958) (4,851) (774) (378) (131) (16,066) (15,716) (16,674) (18,977) 16,505 15,516 15,148 13,853 (278) (7,680) (1,646) (3,034) (4,211) (693) (95) (128) (17,765) 13,100 Consolidated Parent Entity 2018 2017 2016 2018 2017 31,934 14,070 30,555 12,673 30,941 13,101 32,240 17,217 30,232 15,205 Of the amounts noted in total interest income and total interest expense, the amounts related to financial instruments not measured at fair value through income statement were as follows: Notes to the financial statements Note 4. Non-interest income Accounting policy Fees and commissions Fees and commission income are recognised as follows:  facility fees are primarily earned for the provision of credit and other facilities to customers and are recognised as the services are provided;   transaction fees are earned for facilitating transactions and are recognised once the transaction is executed; other non-risk fee income includes advisory and underwriting fees which are recognised when the related service is completed. Income which forms an integral part of the effective interest rate of a financial instrument is recognised using the effective interest method and recorded in interest income (for example, loan origination fees). Funds management income Funds management fees earned for the ongoing management of customer funds and investments are recognised over the period of management. Premium income Premium income includes premiums earned for life insurance, life investment and general insurance products:  life insurance premiums with a regular due date are recognised as revenue on an accrual basis. Premiums with no due date are recognised on a cash received basis;   life investment premiums include a management fee component which is recognised as funds management income over the period the service is provided. The deposit components of life insurance and investment contracts are not revenue and are treated as movements in life insurance policy liabilities; general insurance premium comprises amounts charged to policyholders, excluding taxes, and is recognised based on the likely pattern in which the insured risk is likely to emerge. The portion not yet earned based on the pattern assessment is recognised as unearned premium liability. Claims expense   life and general insurance contract claims are recognised as an expense when the liability is established; claims incurred in respect of life investment contracts represent withdrawals and are recognised as a reduction in life insurance liabilities. Trading income  realised and unrealised gains or losses from changes in the fair value of trading assets, liabilities and derivatives are recognised in the period in which they arise (except day one profits or losses which are deferred, refer to Note 23);   dividend income on the trading portfolio is recorded as part of trading income; net income related to Treasury’s interest rate and liquidity management activities is included in net interest income. Dividend income   dividends on quoted shares are recognised on the ex-dividend date; dividends on unquoted shares are recognised when the company’s right to receive payment is established. 3 158 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 159 General insurance and lenders mortgage insurance net operating income 236 210 242 1,825 1,590 1,657 2,061 1,800 1,899 - - - - - - Notes to the financial statements Note 4. Non-interest income (continued) $m Fees and commissions Facility fees Transaction fees and commissions Other non-risk fee income Total fees and commissions Wealth management and insurance income1 Life insurance and funds management net operating income Total wealth management and insurance income Trading income2 Other income Dividends received from subsidiaries Dividends received from other entities Net gain on sale of associates3 Net gain on disposal of assets Net gain/(loss) on hedging overseas operations Net gain/(loss) on derivatives held for risk management purposes4 Net gain/(loss) on financial instruments designated at fair value Net gain/(loss) on disposal of controlled entities Rental income on operating leases Share of associates' net profit/(loss) Other5 Total other income Transactions with subsidiaries Total non-interest income Consolidated 2017 2018 2016 Parent Entity 2018 2017 1,347 1,105 1,333 1,297 1,333 1,299 1,193 1,177 98 229 281 886 54 953 211 Employee remuneration, entitlements and on-costs 4,292 4,133 4,005 3,537 3,371 2,550 2,755 2,755 2,273 2,463 Note 5. Operating expenses $m Staff expenses Superannuation expense1 Share-based payments Restructuring costs Total staff expenses Occupancy expenses Operating lease rentals Other Total occupancy expenses Technology expenses Amortisation and impairment of software assets Depreciation and impairment of IT equipment Technology services Software maintenance and licences Telecommunications Data processing Total technology expenses Other expenses Professional and processing services2 Postage and stationery Advertising Credit card loyalty programs Non-lending losses Other expenses Total other expenses Total operating expenses Amortisation and impairment of intangible assets and deferred expenditure Impairment/(reversal of impairment) on investments in subsidiaries Notes to the financial statements Consolidated Parent Entity 2018 2017 2016 2018 2017 4,887 4,701 4,601 4,046 3,849 1,033 1,073 1,032 386 95 114 632 245 156 620 141 721 342 209 77 824 138 182 173 126 133 - 86 380 113 75 648 291 134 628 158 639 313 190 80 755 192 217 155 152 73 - 108 369 135 92 622 285 125 571 156 672 277 181 72 741 216 217 156 144 81 - 100 315 97 97 565 196 134 895 567 124 564 289 183 76 638 21 152 127 101 112 44 162 314 96 68 579 235 111 925 572 139 512 269 163 78 515 169 179 107 118 58 7 238 2,110 2,008 1,929 1,803 1,733 1,662 9,692 1,652 9,434 1,655 9,217 1,357 8,101 1,391 7,898 945 1,202 1,124 919 1,095 Depreciation of property and equipment - 3 - 24 - 8 38 (9) 107 (10) (89) 72 - - 2 279 6 - 52 11 - - 7 - 1 (6) (88) (6) 1 143 109 17 19 529 - 30 11 59 - 2,013 1,859 3 - - 19 8 36 - 77 - 5 2 - 5 152 52 3 - 104 - 20 2,161 2,197 472 376 5,628 6,286 5,837 5,825 6,131 Wealth management and insurance income comprised Funds management income Life insurance premium income Life insurance commissions, investment income and other income 1,145 1,410 666 Life insurance claims and changes in life insurance liabilities (1,396) (1,155) General insurance and lenders mortgage insurance net premiums earned 472 451 General insurance and lenders mortgage insurance investment, commissions and other income 50 77 70 General insurance and lenders mortgage insurance claims incurred, underwriting and commission expenses Total wealth management and insurance income (286) 2,061 (318) 1,800 (283) 1,899 997 1,006 1,204 1,114 544 386 (849) 455 - - - - - - - - - - - - - - - - 1 Wealth management and insurance income includes policy holder tax recoveries. 2 Trading income represents a component of total markets income from WIB markets business, Westpac Pacific and Treasury foreign exchange operations in Australia and New Zealand. 3 On 26 May 2017, the Group sold 60 million (19% of Pendal’s shares on issue) Pendal shares. Refer to Note 35 for further details. 4 5 Other includes $104 million of impairment on the remaining shareholdings of Pendal for the Group and nil for Parent in 2018. Income from derivatives held for risk management purposes reflects the impact of economic hedges of foreign currency capital and earnings. 1 Superannuation expense includes both defined contribution and defined benefit expense. Further details of the Group's defined benefit plans are in Note 38. 2 Professional and processing services relates to: - services provided by external suppliers including items such as cash handling and security services, marketing costs, research and recruitment fees (2018: $271 million, 2017: $268 million, 2016: $283 million); - operations processing (2018: $195 million, 2017: $184 million, 2016: $196 million); - consultants (2018: $151 million, 2017: $162 million, 2016: $120 million); - credit assessment (2018: $58 million, 2017: $53 million, 2016: $60 million); - legal and audit fees (2018: $111 million, 2017: $61 million, 2016: $51 million); and - regulatory fees and share market related costs (2018: $38 million, 2017: $27 million, 2016: $31 million). 160 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 161 Note 5. Operating expenses $m Staff expenses Employee remuneration, entitlements and on-costs Superannuation expense1 Share-based payments Restructuring costs Total staff expenses Occupancy expenses Operating lease rentals 945 1,202 1,124 919 1,095 Depreciation of property and equipment Life insurance and funds management net operating income 1,825 1,590 1,657 General insurance and lenders mortgage insurance net operating income 236 210 242 Total wealth management and insurance income 2,061 1,800 1,899 Other Total occupancy expenses Technology expenses Amortisation and impairment of software assets Depreciation and impairment of IT equipment Technology services Software maintenance and licences Telecommunications Data processing Total technology expenses Other expenses Professional and processing services2 Amortisation and impairment of intangible assets and deferred expenditure Postage and stationery Advertising Credit card loyalty programs Non-lending losses Impairment/(reversal of impairment) on investments in subsidiaries Other expenses Total other expenses Total operating expenses Notes to the financial statements Note 4. Non-interest income (continued) $m Fees and commissions Facility fees Transaction fees and commissions Other non-risk fee income Total fees and commissions Wealth management and insurance income1 Trading income2 Other income Dividends received from subsidiaries Dividends received from other entities Net gain on sale of associates3 Net gain on disposal of assets Net gain/(loss) on hedging overseas operations Net gain/(loss) on derivatives held for risk management purposes4 Net gain/(loss) on financial instruments designated at fair value Net gain/(loss) on disposal of controlled entities Rental income on operating leases Share of associates' net profit/(loss) Other5 Total other income Transactions with subsidiaries Total non-interest income Funds management income Life insurance premium income Wealth management and insurance income comprised Consolidated Parent Entity 2018 2017 2016 2018 2017 1,347 1,105 1,333 1,297 1,333 1,299 1,193 1,177 98 229 281 886 54 953 211 2,550 2,755 2,755 2,273 2,463 - 3 - 24 - 8 38 (9) 107 (10) (89) 72 - - 2 279 6 - 52 11 - 17 19 529 - 143 109 - 7 - 1 (6) (88) (6) 1 30 11 59 - 386 (849) 455 1,145 1,410 666 997 1,006 1,204 1,114 544 5,628 6,286 5,837 5,825 6,131 2,161 2,197 472 376 2,013 1,859 - - - 3 - - 19 8 36 - 77 - 5 - - - - - - - - - - - 2 - 5 152 52 3 - 104 - 20 - - - - - - - - Life insurance commissions, investment income and other income Life insurance claims and changes in life insurance liabilities (1,396) (1,155) General insurance and lenders mortgage insurance net premiums earned 472 451 General insurance and lenders mortgage insurance investment, commissions and other income 50 77 70 General insurance and lenders mortgage insurance claims incurred, underwriting and commission expenses Total wealth management and insurance income (286) 2,061 (318) (283) 1,800 1,899 Notes to the financial statements Consolidated 2017 2018 2016 Parent Entity 2018 2017 4,292 4,133 4,005 3,537 3,371 386 95 114 380 113 75 369 135 92 315 97 97 314 96 68 4,887 4,701 4,601 4,046 3,849 632 245 156 648 291 134 622 285 125 1,033 1,073 1,032 620 141 721 342 209 77 628 158 639 313 190 80 571 156 672 277 181 72 565 196 134 895 567 124 564 289 183 76 579 235 111 925 572 139 512 269 163 78 2,110 2,008 1,929 1,803 1,733 824 138 182 173 126 133 - 86 755 192 217 155 152 73 - 108 741 216 217 156 144 81 - 100 638 21 152 127 101 112 44 162 515 169 179 107 118 58 7 238 1,662 9,692 1,652 9,434 1,655 9,217 1,357 8,101 1,391 7,898 3 1 Wealth management and insurance income includes policy holder tax recoveries. 2 Trading income represents a component of total markets income from WIB markets business, Westpac Pacific and Treasury foreign exchange operations in Australia and New Zealand. 3 On 26 May 2017, the Group sold 60 million (19% of Pendal’s shares on issue) Pendal shares. Refer to Note 35 for further details. Income from derivatives held for risk management purposes reflects the impact of economic hedges of foreign currency capital and earnings. 5 Other includes $104 million of impairment on the remaining shareholdings of Pendal for the Group and nil for Parent in 2018. 4 160 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 161 1 Superannuation expense includes both defined contribution and defined benefit expense. Further details of the Group's defined benefit plans are in Note 38. 2 Professional and processing services relates to: - services provided by external suppliers including items such as cash handling and security services, marketing costs, research and recruitment fees (2018: $271 million, 2017: $268 million, 2016: $283 million); - operations processing (2018: $195 million, 2017: $184 million, 2016: $196 million); - consultants (2018: $151 million, 2017: $162 million, 2016: $120 million); - credit assessment (2018: $58 million, 2017: $53 million, 2016: $60 million); - legal and audit fees (2018: $111 million, 2017: $61 million, 2016: $51 million); and - regulatory fees and share market related costs (2018: $38 million, 2017: $27 million, 2016: $31 million). Notes to the financial statements Note 6. Impairment charges Accounting policy At each balance sheet date, the Group assesses whether there is any objective evidence of impairment of its loan portfolio. An impairment charge is recognised if there is objective evidence that the principal or interest repayments may not be recoverable and when the financial impact of the non-recoverable loan can be reliably measured. Objective evidence of impairment could include a breach of contract with the Group such as a default on interest or principal payments, a borrower experiencing significant financial difficulties or observable economic conditions that correlate to defaults on a group of loans. The impairment charge is measured as the difference between the loan’s current carrying amount and the present value of its estimated future cash flows. The estimated future cash flows exclude any expected future credit losses which have not yet occurred and are discounted to their present value using the loan’s original effective interest rate. If a loan has a variable interest rate, the discount rate for measuring any impairment is the current effective interest rate. The impairment charge is recognised in the income statement with a corresponding reduction of the carrying value of the loan through an offsetting provision account (refer to Note 14). In subsequent periods, objective evidence may indicate that an impairment charge should be reversed. Objective evidence could include a borrower’s credit rating or financial circumstances improving. The impairment charge is reversed in the income statement of that future period and the related provision for impairment is reduced. Uncollectable loans A loan may become uncollectable in full or part if, after following the Group’s loan recovery procedures, the Group remains unable to collect that loan’s contractual repayments. Uncollectable amounts are written off against their related provision for impairment, after all possible repayments have been received. The Group may subsequently be able to recover cash flows from loans written off. In the period which these recoveries are made, they are recognised in the income statement. Critical accounting assumptions and estimates relating to impairment charges are included in Note 14. $m Individually assessed provisions raised Write-backs Recoveries Collectively assessed provisions raised Impairment charges Refer to Note 14 for further details on Provisions for impairment charges. Consolidated 2018 2017 2016 Parent Entity 2018 2017 371 (150) (179) 668 710 610 (288) (168) 699 853 727 (210) (137) 744 1,124 341 (131) (138) 610 682 581 (218) (121) 628 870 Notes to the financial statements Note 7. Income tax Accounting policy of other comprehensive income. The tax expense for the year comprises current and deferred tax. Tax is recognised in the income statement, except to the extent that it relates to items recognised directly in other comprehensive income, in which case it is recognised in the statement Current tax is the tax payable for the year using enacted or substantively enacted tax rates and laws for each jurisdiction. Current tax also includes adjustments to tax payable for previous years. Deferred tax accounts for temporary differences between the carrying amounts of assets and liabilities in the financial statements and their values for taxation purposes. Deferred tax is determined using the enacted or substantively enacted tax rates and laws for each jurisdiction which are expected to apply when the assets will be realised or the liabilities settled. Deferred tax assets and liabilities have been offset where they relate to the same taxation authority, the same taxable entity or group, and where there is a legal right and intention to settle on a net basis. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available to utilise the assets.    Deferred tax is not recognised for the following temporary differences: the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither the accounting nor taxable profit or loss; the initial recognition of goodwill in a business combination; retained earnings in subsidiaries which the Parent Entity does not intend to distribute for the foreseeable future. The Parent Entity is the head entity of a tax consolidated group with its wholly owned, Australian subsidiaries. All entities in the tax consolidated group have entered into a tax sharing agreement which, in the opinion of the Directors, limits the joint and several liabilities in the case of a default by the Parent Entity. Tax expense and income deferred tax balances arising from temporary differences are recognised using a ‘group allocation basis’. As head entity, the Parent Entity recognises all current tax balances and deferred tax assets arising from unused tax losses and relevant tax credits for the tax-consolidated group. The Parent Entity fully compensates/is compensated by the other members for these balances. Critical accounting assumptions and estimates The Group operates in multiple tax jurisdictions and significant judgement is required in determining the worldwide current tax liability. There are many transactions with uncertain tax outcomes and provisions are held to reflect these tax uncertainties. 162 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 163 Notes to the financial statements Note 6. Impairment charges Accounting policy At each balance sheet date, the Group assesses whether there is any objective evidence of impairment of its loan portfolio. An impairment charge is recognised if there is objective evidence that the principal or interest repayments may not be recoverable and when the financial impact of the non-recoverable loan can be reliably measured. on a group of loans. The impairment charge is measured as the difference between the loan’s current carrying amount and the present value of its estimated future cash flows. The estimated future cash flows exclude any expected future credit losses which have not yet occurred and are discounted to their present value using the loan’s original effective interest rate. If a loan has a variable interest rate, the discount rate for measuring any impairment is the current effective interest rate. The impairment charge is recognised in the income statement with a corresponding reduction of the carrying value of the loan through an offsetting provision account (refer to Note 14). In subsequent periods, objective evidence may indicate that an impairment charge should be reversed. Objective evidence could include a borrower’s credit rating or financial circumstances improving. The impairment charge is reversed in the income statement of that future period and the related provision for impairment is reduced. Uncollectable loans A loan may become uncollectable in full or part if, after following the Group’s loan recovery procedures, the Group remains unable to collect that loan’s contractual repayments. Uncollectable amounts are written off against their related provision for impairment, after all possible repayments have been received. The Group may subsequently be able to recover cash flows from loans written off. In the period which these recoveries are made, they are recognised in the income statement. Critical accounting assumptions and estimates relating to impairment charges are included in Note 14. Individually assessed provisions raised $m Write-backs Recoveries Collectively assessed provisions raised Impairment charges Refer to Note 14 for further details on Provisions for impairment charges. Consolidated Parent Entity 2018 2017 2016 2018 371 (150) (179) 668 710 610 (288) (168) 699 853 727 (210) (137) 744 1,124 341 (131) (138) 610 682 2017 581 (218) (121) 628 870 Objective evidence of impairment could include a breach of contract with the Group such as a default on interest or principal payments, a borrower experiencing significant financial difficulties or observable economic conditions that correlate to defaults Current tax is the tax payable for the year using enacted or substantively enacted tax rates and laws for each jurisdiction. Current tax also includes adjustments to tax payable for previous years. Notes to the financial statements Note 7. Income tax Accounting policy The tax expense for the year comprises current and deferred tax. Tax is recognised in the income statement, except to the extent that it relates to items recognised directly in other comprehensive income, in which case it is recognised in the statement of other comprehensive income. Deferred tax accounts for temporary differences between the carrying amounts of assets and liabilities in the financial statements and their values for taxation purposes. Deferred tax is determined using the enacted or substantively enacted tax rates and laws for each jurisdiction which are expected to apply when the assets will be realised or the liabilities settled. Deferred tax assets and liabilities have been offset where they relate to the same taxation authority, the same taxable entity or group, and where there is a legal right and intention to settle on a net basis. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available to utilise the assets. Deferred tax is not recognised for the following temporary differences:  the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither the accounting nor taxable profit or loss;   the initial recognition of goodwill in a business combination; retained earnings in subsidiaries which the Parent Entity does not intend to distribute for the foreseeable future. The Parent Entity is the head entity of a tax consolidated group with its wholly owned, Australian subsidiaries. All entities in the tax consolidated group have entered into a tax sharing agreement which, in the opinion of the Directors, limits the joint and several liabilities in the case of a default by the Parent Entity. Tax expense and income deferred tax balances arising from temporary differences are recognised using a ‘group allocation basis’. As head entity, the Parent Entity recognises all current tax balances and deferred tax assets arising from unused tax losses and relevant tax credits for the tax-consolidated group. The Parent Entity fully compensates/is compensated by the other members for these balances. Critical accounting assumptions and estimates The Group operates in multiple tax jurisdictions and significant judgement is required in determining the worldwide current tax liability. There are many transactions with uncertain tax outcomes and provisions are held to reflect these tax uncertainties. 3 162 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 163 Notes to the financial statements Note 7. Income tax (continued) Income tax expense The income tax expense for the year reconciles to the profit before income tax as follows: $m Profit before income tax Tax at the Australian company tax rate of 30% The effect of amounts which are not deductible/ (assessable) in calculating taxable income Hybrid capital distributions Life insurance: Tax adjustment on policyholder earnings Adjustment for life business tax rates Dividend adjustments Other non-assessable items Other non-deductible items Adjustment for overseas tax rates Income tax (over)/under provided in prior years Other items Total income tax expense Income tax analysis Income tax expense comprises: Current income tax Movement in deferred tax Income tax (over)/under provision in prior years Total income tax expense Total Australia Total Overseas Total income tax expense1 Consolidated 2017 2018 2016 Parent Entity 2018 2017 11,731 11,515 10,644 10,895 10,463 3,519 3,455 3,193 3,269 3,139 69 64 50 69 64 - - - - (604) (558) Total amounts recognised in the income statements 1,792 1,708 1,599 1,499 Amounts recognised directly in other comprehensive income 24 (1) (1) (5) 64 (28) 9 (18) 8 (1) (3) (3) 32 (30) 4 (8) (2) - (4) (10) 35 (26) (65) 13 3,632 3,518 3,184 2,751 (2) 34 (3) - (12) (2) 25 (5) 1 (44) 2,620 3,704 3,404 3,351 2,806 2,367 (81) 9 3,632 3,178 454 3,632 110 4 3,518 3,072 446 3,518 (102) (65) 3,184 2,835 349 3,184 (55) - 2,751 2,677 74 2,751 252 1 2,620 2,544 76 2,620 The effective tax rate was 30.96% in 2018 (2017: 30.55%, 2016: 29.91%). 1 As the Bank Levy is not a levy on income, it is not included in income tax. It is included in Note 3 Net interest income. 1 Comparatives have been revised for consistency. 164 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 165 Note 7. Income tax (continued) Deferred tax assets The balance comprises temporary differences attributable to: $m Amounts recognised in the income statements Provisions for impairment charges on loans Provision for long service leave, annual leave and other employee benefits Financial instruments Property and equipment Other provisions Other liabilities Cash flow hedges1 Defined benefit Net deferred tax assets Movements Opening balance Total amounts recognised directly in other comprehensive income1 Gross deferred tax assets1 Set-off of deferred tax assets and deferred tax liabilities1 Recognised in the income statements Recognised in other comprehensive income1 Set-off of deferred tax assets and deferred tax liabilities1 Closing balance Deferred tax liabilities The balance comprises temporary differences attributable to: $m Amounts recognised in the income statements Financial instruments Finance lease transactions Property and equipment Life insurance assets Other assets Available-for-sale securities1 Defined benefit Total amounts recognised in the income statements Amounts recognised directly in other comprehensive income Total amounts recognised directly in other comprehensive income1 Gross deferred tax liabilities1 Set-off of deferred tax assets and deferred tax liabilities1 Net deferred tax liabilities Movements Opening balance Recognised in the income statements Recognised in other comprehensive income1 Set-off of deferred tax assets and deferred tax liabilities1 Closing balance Notes to the financial statements Consolidated Parent Entity 2018 2017 2018 2017 1,180 1,112 1,102 Consolidated Parent Entity 2018 2017 2018 2017 827 323 5 196 322 119 50 - 50 1,842 (662) 1,180 1,112 84 (16) - - 158 135 51 312 656 10 14 24 680 (662) 18 10 3 5 - 18 847 321 3 198 239 100 63 3 66 1,774 (662) 1,112 1,351 (387) (85) 233 3 106 162 47 335 653 19 - 19 672 (662) 10 36 (277) 18 233 10 708 301 2 177 299 112 31 - 31 1,630 (528) 1,102 1,053 100 (13) (38) - 161 135 - 213 509 7 15 22 531 (528) 3 - 45 (4) (38) 3 701 292 4 180 223 99 41 3 44 1,543 (490) 1,053 1,399 (313) (69) 36 1,053 3 83 163 - 215 464 26 - 26 490 (490) - - (61) 25 36 - Notes to the financial statements Note 7. Income tax (continued) Income tax expense The income tax expense for the year reconciles to the profit before income tax as follows: $m Profit before income tax Tax at the Australian company tax rate of 30% The effect of amounts which are not deductible/ (assessable) in calculating taxable income Hybrid capital distributions Life insurance: Tax adjustment on policyholder earnings Adjustment for life business tax rates Dividend adjustments Other non-assessable items Other non-deductible items Adjustment for overseas tax rates Income tax (over)/under provided in prior years Other items Total income tax expense Income tax analysis Income tax expense comprises: Current income tax Movement in deferred tax Total income tax expense Total Australia Total Overseas Total income tax expense1 Income tax (over)/under provision in prior years The effective tax rate was 30.96% in 2018 (2017: 30.55%, 2016: 29.91%). Consolidated Parent Entity 2018 2017 2016 2018 2017 11,731 11,515 10,644 10,895 10,463 3,519 3,455 3,193 3,269 3,139 69 64 50 69 64 (604) (558) 24 (1) (1) (5) 64 (28) 9 (18) 8 (1) (3) (3) 32 (30) 4 (8) (2) - (4) (10) 35 (26) (65) 13 - - (2) 34 (3) - (12) 3,632 3,518 3,184 2,751 3,704 3,404 3,351 2,806 2,367 (81) 9 3,632 3,178 454 110 4 3,518 3,072 446 (102) (65) 3,184 2,835 349 (55) - 2,751 2,677 74 3,632 3,518 3,184 2,751 - - (2) 25 (5) 1 (44) 2,620 252 1 2,620 2,544 76 2,620 Note 7. Income tax (continued) Deferred tax assets The balance comprises temporary differences attributable to: $m Amounts recognised in the income statements Provisions for impairment charges on loans Provision for long service leave, annual leave and other employee benefits Financial instruments Property and equipment Other provisions Other liabilities Total amounts recognised in the income statements Amounts recognised directly in other comprehensive income Cash flow hedges1 Defined benefit Total amounts recognised directly in other comprehensive income1 Gross deferred tax assets1 Set-off of deferred tax assets and deferred tax liabilities1 Net deferred tax assets Movements Opening balance Recognised in the income statements Recognised in other comprehensive income1 Set-off of deferred tax assets and deferred tax liabilities1 Closing balance Deferred tax liabilities The balance comprises temporary differences attributable to: $m Amounts recognised in the income statements Financial instruments Finance lease transactions Property and equipment Life insurance assets Other assets Total amounts recognised in the income statements Amounts recognised directly in other comprehensive income Available-for-sale securities1 Defined benefit Total amounts recognised directly in other comprehensive income1 Gross deferred tax liabilities1 Set-off of deferred tax assets and deferred tax liabilities1 Net deferred tax liabilities Movements Opening balance Recognised in the income statements Recognised in other comprehensive income1 Set-off of deferred tax assets and deferred tax liabilities1 Closing balance Notes to the financial statements Consolidated 2018 2017 Parent Entity 2018 2017 827 323 5 196 322 119 847 321 3 198 239 100 708 301 2 177 299 112 701 292 4 180 223 99 1,792 1,708 1,599 1,499 50 - 50 1,842 (662) 1,180 1,112 84 (16) - 1,180 63 3 66 1,774 (662) 1,112 1,351 (387) (85) 233 1,112 31 - 31 1,630 (528) 1,102 1,053 100 (13) (38) 1,102 41 3 44 1,543 (490) 1,053 1,399 (313) (69) 36 1,053 Consolidated 2018 2017 Parent Entity 2018 2017 - 158 135 51 312 656 10 14 24 680 (662) 18 10 3 5 - 18 3 106 162 47 335 653 19 - 19 672 (662) 10 36 (277) 18 233 10 - 161 135 - 213 509 7 15 22 531 (528) 3 - 45 (4) (38) 3 3 83 163 - 215 464 26 - 26 490 (490) - - (61) 25 36 - 3 1 As the Bank Levy is not a levy on income, it is not included in income tax. It is included in Note 3 Net interest income. 1 Comparatives have been revised for consistency. 164 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 165 Notes to the financial statements Note 7. Income tax (continued) Unrecognised deferred tax balances The following potential deferred tax balances have not been recognised. The values shown are the gross balances and not tax effected. The tax effected balances would be approximately 30% of the values shown. $m Unrecognised deferred tax asset Tax losses on revenue account Unrecognised deferred tax liability Consolidated 2018 2017 Parent Entity 2018 2017 190 213 151 162 Gross retained earnings of subsidiaries which the Parent Entity does not intend to distribute in the foreseeable future 58 51 - - Note 8. Earnings per share Accounting policy Basic earnings per share (EPS) is calculated by dividing the net profit attributable to shareholders by the weighted average number of ordinary shares on issue during the year, adjusted for treasury shares. Diluted EPS is calculated by adjusting the basic earnings per share by assuming all dilutive potential ordinary shares (share based payments – Note 37 and convertible loan capital – Note 20) are converted. Consolidated $m Net profit attributable to shareholders Adjustment for Restricted Share Plan (RSP) dividends1 Adjustment for potential dilution: Distributions to convertible loan capital holders2 2018 2017 2016 Basic Diluted Basic Diluted Basic Diluted 8,095 8,095 7,990 7,990 7,445 7,445 (5) - (6) - (5) - - 283 - 253 - 222 Adjusted net profit attributable to shareholders 8,090 8,378 7,984 8,243 7,440 7,667 Weighted average number of ordinary shares (millions) Weighted average number of ordinary shares on issue 3,414 3,414 3,364 3,364 3,322 3,322 Treasury shares (including RSP share rights) (8) (8) (9) (9) (9) (9) Adjustment for potential dilution: Share-based payments Convertible loan capital2 - - 3 232 - - 4 236 - - Adjusted weighted average number of ordinary shares Earnings per ordinary share (cents) 3,406 237.5 3,641 230.1 3,355 238.0 3,595 229.3 3,313 224.6 4 203 3,520 217.8 Notes to the financial statements Note 9. Average balance sheet and interest rates The daily average balances of the Group’s interest earning assets and interest bearing liabilities are shown below along with their interest income or expense. Consolidated 2018 2017 2016 Average Interest Average Average Interest Average Average Interest Average Balance Income Rate Balance Income Rate Balance Income Rate $m $m % $m $m % $m $m % Assets Interest earning assets Receivables due from other financial institutions: Trading securities and financial assets designated at fair value: Available-for-sale securities: Australia New Zealand Other overseas Australia New Zealand Other overseas Australia New Zealand Other overseas Regulatory deposits with central banks overseas Other overseas Loans and other receivables1: Australia New Zealand Other overseas Total interest earning assets 4,169 350 1,046 77 6 25 1.8 1.7 2.4 7,422 850 851 82 8 20 1.1 0.9 2.4 9,616 449 1,292 17,420 423 2.4 18,418 416 2.3 18,632 3,538 2,286 80 39 2.3 1.7 4,238 3,214 96 46 2.3 1.4 4,105 3,339 55,458 1,692 3.1 52,457 1,573 3.0 48,151 1,581 3,304 2,778 136 86 4.1 3.1 3,479 2,272 147 75 4.2 3.3 3,193 2,710 141 86 1,040 23 2.2 1,035 17 1.6 1,197 13 1.1 579,749 25,709 4.4 557,865 24,772 4.4 532,172 25,162 73,804 3,514 4.8 72,938 3,460 4.7 68,370 3,617 30,002 761 2.5 27,255 520 1.9 28,617 477 84 6 10 481 118 46 0.9 1.3 0.8 2.6 2.9 1.4 3.3 4.4 3.2 4.7 5.3 1.7 4.4 and interest income 774,944 32,571 4.2 752,294 31,232 4.2 721,843 31,822 Non-Interest earning assets Cash, receivables due from other financial institutions and regulatory deposits with central banks overseas Derivative financial instruments Life insurance assets All other assets2 2,376 34,702 10,664 61,938 Total non-interest earning assets 109,680 Total assets 884,624 2,000 37,673 12,447 60,111 112,231 864,525 2,431 48,666 12,702 57,913 121,712 843,555 1 RSP share rights are explained in Note 37. Some RSP share rights have not vested and are not ordinary shares but do receive dividends. These RSP dividends are deducted to show the profit attributable to ordinary shareholders. 2 The Group has issued convertible loan capital which is expected to convert into ordinary shares in the future (refer to Note 20 for further details). These convertible loan capital instruments are all dilutive and diluted EPS is therefore calculated as if the instruments had already been converted. 2 assets. banks and other interest earning assets. 1 Loans and other receivables are stated net of provisions for impairment charges on loans. Other receivables include cash and balances with central Include property and equipment, intangible assets, deferred tax assets, non-interest bearing loans relating to mortgage offset accounts and other 166 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 167 Notes to the financial statements Note 7. Income tax (continued) Unrecognised deferred tax balances The following potential deferred tax balances have not been recognised. The values shown are the gross balances and not tax effected. The tax effected balances would be approximately 30% of the values shown. Consolidated Parent Entity 2018 2017 2018 2017 190 213 151 162 Gross retained earnings of subsidiaries which the Parent Entity does not intend to distribute in the foreseeable future 58 51 - - $m Unrecognised deferred tax asset Tax losses on revenue account Unrecognised deferred tax liability Note 8. Earnings per share Accounting policy Basic earnings per share (EPS) is calculated by dividing the net profit attributable to shareholders by the weighted average number of ordinary shares on issue during the year, adjusted for treasury shares. Diluted EPS is calculated by adjusting the basic earnings per share by assuming all dilutive potential ordinary shares (share based payments – Note 37 and convertible loan capital – Note 20) are converted. Consolidated $m Net profit attributable to shareholders Adjustment for Restricted Share Plan (RSP) dividends1 Adjustment for potential dilution: Distributions to convertible loan capital holders2 2018 2017 2016 Basic Diluted Basic Diluted Basic Diluted 8,095 8,095 7,990 7,990 7,445 7,445 (5) - (6) - (5) - - 283 - 253 - 222 Adjusted net profit attributable to shareholders 8,090 8,378 7,984 8,243 7,440 7,667 Weighted average number of ordinary shares (millions) Weighted average number of ordinary shares on issue 3,414 3,414 3,364 3,364 3,322 3,322 Treasury shares (including RSP share rights) (8) (8) (9) (9) (9) (9) Adjustment for potential dilution: Share-based payments Convertible loan capital2 Adjusted weighted average number of ordinary shares Earnings per ordinary share (cents) 3,406 237.5 3,641 230.1 3,355 238.0 3,595 229.3 3,313 224.6 - - 3 232 - - 4 236 - - 4 203 3,520 217.8 Note 9. Average balance sheet and interest rates The daily average balances of the Group’s interest earning assets and interest bearing liabilities are shown below along with their interest income or expense. Notes to the financial statements Consolidated Assets Interest earning assets Receivables due from other financial institutions: Australia New Zealand Other overseas Trading securities and financial assets designated at fair value: Australia New Zealand Other overseas Available-for-sale securities: Australia New Zealand Other overseas Regulatory deposits with central banks overseas Other overseas Loans and other receivables1: Australia New Zealand Other overseas Total interest earning assets 2018 2017 Average Interest Average Average Interest Average Average Interest Average Rate Balance Income % $m Rate Balance Income $m Rate Balance Income $m 2016 $m $m $m % % 4,169 350 1,046 77 6 25 1.8 1.7 2.4 7,422 850 851 82 8 20 1.1 0.9 2.4 9,616 449 1,292 17,420 423 2.4 18,418 416 2.3 18,632 3,538 2,286 80 39 2.3 1.7 4,238 3,214 96 46 2.3 1.4 4,105 3,339 84 6 10 481 118 46 55,458 1,692 3.1 52,457 1,573 3.0 48,151 1,581 3,304 2,778 136 86 4.1 3.1 3,479 2,272 147 75 4.2 3.3 3,193 2,710 141 86 0.9 1.3 0.8 2.6 2.9 1.4 3.3 4.4 3.2 1,040 23 2.2 1,035 17 1.6 1,197 13 1.1 579,749 25,709 4.4 557,865 24,772 4.4 532,172 25,162 73,804 3,514 4.8 72,938 3,460 4.7 68,370 3,617 30,002 761 2.5 27,255 520 1.9 28,617 477 and interest income 774,944 32,571 4.2 752,294 31,232 4.2 721,843 31,822 Non-Interest earning assets Cash, receivables due from other financial institutions and regulatory deposits with central banks overseas Derivative financial instruments Life insurance assets All other assets2 Total non-interest earning assets Total assets 2,376 34,702 10,664 61,938 109,680 884,624 2,000 37,673 12,447 60,111 112,231 864,525 2,431 48,666 12,702 57,913 121,712 843,555 4.7 5.3 1.7 4.4 3 1 RSP share rights are explained in Note 37. Some RSP share rights have not vested and are not ordinary shares but do receive dividends. These RSP dividends are deducted to show the profit attributable to ordinary shareholders. 2 The Group has issued convertible loan capital which is expected to convert into ordinary shares in the future (refer to Note 20 for further details). These convertible loan capital instruments are all dilutive and diluted EPS is therefore calculated as if the instruments had already been converted. 1 Loans and other receivables are stated net of provisions for impairment charges on loans. Other receivables include cash and balances with central 2 banks and other interest earning assets. Include property and equipment, intangible assets, deferred tax assets, non-interest bearing loans relating to mortgage offset accounts and other assets. 166 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 167 Notes to the financial statements Notes to the financial statements Note 9. Average balance sheet and interest rates (continued) Note 9. Average balance sheet and interest rates (continued) Consolidated Liabilities Interest bearing liabilities Payables due to other financial institutions: Australia New Zealand Other overseas Deposits and other borrowings: Australia New Zealand Other overseas Loan capital: Australia New Zealand Other overseas Other interest bearing liabilities1: Australia New Zealand Other overseas Total interest bearing liabilities Average Balance Expense $m $m 2018 Interest Average Average 2017 Interest Average Average Rate Balance Expense $m $m % Rate Balance Expense $m $m % 2016 Interest Average Rate % 16,180 262 1.6 15,740 241 1.5 16,570 301 1,135 1,963 17 40 1.5 2.0 642 2,451 9 29 1.4 1.2 567 2,811 10 34 422,006 51,368 26,599 7,308 1,196 517 1.7 409,586 7,344 1.8 376,115 7,801 2.3 51,042 1,173 2.3 48,251 1,280 1.9 24,085 351 1.5 29,336 288 15,028 635 4.2 15,841 638 4.0 12,150 513 1,645 1,324 84 55 5.1 4.2 43 1,324 2 53 4.7 4.0 - 1,687 - 76 163,949 5,369 3.3 157,842 5,117 3.2 164,871 5,574 14,218 94 580 3 4.1 15,821 3.2 507 747 12 4.7 14,067 2.4 851 787 10 1.8 1.8 1.2 2.1 2.7 1.0 4.2 - 4.5 3.4 5.6 1.2 and interest expense 715,509 16,066 2.2 694,924 15,716 2.3 667,276 16,674 2.5 - 6 6 (2) 6 4 Non-interest bearing liabilities Deposits and payables due to other financial institutions: Australia New Zealand Other overseas Derivative financial instruments Life insurance liabilities All other liabilities2 Total non-interest bearing liabilities Total liabilities Shareholders’ equity Non-controlling interests Total equity Total liabilities and equity 42,377 5,289 824 37,504 8,874 12,199 107,067 822,576 62,017 31 62,048 884,624 40,514 4,716 869 42,780 10,560 11,586 111,025 805,949 58,556 20 58,576 36,594 4,105 1,023 55,956 10,985 11,145 119,808 787,084 55,896 575 56,471 864,525 843,555 1 2 Include net impact of Treasury balance sheet management activities and the Bank Levy. Include other liabilities, provisions, current and deferred tax liabilities. 168 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 169 Net interest income may vary from year to year due to changes in the volume of, and interest rates associated with, interest earning assets and interest bearing liabilities. The table below allocates the change in net interest income between changes in volume and interest rate for those assets and liabilities. Calculation of variances   volume changes are determined based on the movements in average asset and liability balances; interest rate changes are determined based on the change in interest rate associated with those assets and liabilities. Where variances arise due to a combination of volume and interest rate changes, the absolute dollar value of each change is allocated in proportion to their impact on the total change. Trading securities and financial assets designated at fair value: Consolidated $m Interest earning assets Receivables due from other financial institutions: Australia New Zealand Other overseas Australia New Zealand Other overseas Australia New Zealand Other overseas Available-for-sale securities: Regulatory deposits with central banks overseas: Other overseas Loans and other receivables: Australia New Zealand Other overseas Total change in interest income Interest bearing liabilities Payables due to other financial institutions: Deposits and other borrowings: Australia New Zealand Other overseas Australia New Zealand Other overseas Loan capital: Australia New Zealand Other overseas Australia New Zealand Other overseas Australia New Zealand Other overseas Other interest bearing liabilities: Total change in interest expense Change in net interest income: Total change in net interest income 2018 Change Due to 2017 Change Due to Volume Rate Total Volume Rate Total 937 54 241 1,217 (1,607) 242 (25) (399) 68 1,339 1,551 (2,141) (390) (157) 43 (590) (36) (5) 5 (23) (16) (13) 90 (7) 17 972 41 52 1,077 7 7 (6) (33) 75 - 198 (76) (10) 429 - 40 648 31 3 - 30 - 6 29 (4) (6) (35) 13 189 262 14 1 17 30 7 2 54 (91) 1 (79) 79 46 341 223 (259) 7 37 16 129 608 216 (5) (2) 5 7 (16) (7) 119 (11) 11 21 8 11 (36) 23 166 (3) 82 2 252 (167) (9) 350 824 79 86 989 (19) 5 (3) (6) 4 (2) 141 13 (14) 17 (3) 13 (59) (26) 2 (149) (7) 3 (2) 2 10 (65) (22) - (8) 6 (11) (15) 1 (4) 693 75 (52) 156 2 (16) (45) (60) (2) (1) (1) (5) (1,150) (182) 115 (457) (107) 63 (31) - (7) 125 2 (23) (237) 98 (5) (220) (138) 7 (457) (40) 2 696 (1,654) (958) 736 88 31 855 (352) (113) (22) (487) 384 (25) 9 368 Notes to the financial statements Notes to the financial statements Note 9. Average balance sheet and interest rates (continued) Note 9. Average balance sheet and interest rates (continued) Net interest income may vary from year to year due to changes in the volume of, and interest rates associated with, interest earning assets and interest bearing liabilities. The table below allocates the change in net interest income between changes in volume and interest rate for those assets and liabilities. Calculation of variances   volume changes are determined based on the movements in average asset and liability balances; interest rate changes are determined based on the change in interest rate associated with those assets and liabilities. Where variances arise due to a combination of volume and interest rate changes, the absolute dollar value of each change is allocated in proportion to their impact on the total change. Consolidated $m Interest earning assets Receivables due from other financial institutions: Australia New Zealand Other overseas Trading securities and financial assets designated at fair value: Australia New Zealand Other overseas Available-for-sale securities: Australia New Zealand Other overseas Regulatory deposits with central banks overseas: Other overseas Loans and other receivables: Australia New Zealand Other overseas Total change in interest income Interest bearing liabilities Payables due to other financial institutions: Australia New Zealand Other overseas Deposits and other borrowings: Australia New Zealand Other overseas Loan capital: Australia New Zealand Other overseas Other interest bearing liabilities: Australia New Zealand Other overseas Total change in interest expense Change in net interest income: Australia New Zealand Other overseas Total change in net interest income 2018 Change Due to 2017 Change Due to Volume Rate Total Volume Rate Total (36) (5) 5 (23) (16) (13) 90 (7) 17 31 3 - 30 - 6 29 (4) (6) (5) (2) 5 7 (16) (7) 119 (11) 11 (19) 5 (3) (6) 4 (2) 141 13 (14) 17 (3) 13 (59) (26) 2 (149) (7) 3 (2) 2 10 (65) (22) - (8) 6 (11) - 6 6 (2) 6 4 972 41 52 1,077 (35) 13 189 262 937 54 241 1,339 1,217 242 (25) 1,551 (1,607) (399) 68 (2,141) (390) (157) 43 (590) 7 7 (6) 223 7 37 (33) 75 - 198 (76) (10) 429 608 - 40 648 14 1 17 (259) 16 129 30 7 2 54 (91) 1 (79) 216 79 46 341 21 8 11 (36) 23 166 (3) 82 2 252 (167) (9) 350 824 79 86 989 (15) 1 (4) 693 75 (52) 156 2 (16) (237) 98 (5) 696 736 88 31 855 (45) (2) (1) (60) (1) (5) (1,150) (182) 115 (457) (107) 63 3 (31) - (7) (220) (138) 7 (1,654) (352) (113) (22) (487) 125 2 (23) (457) (40) 2 (958) 384 (25) 9 368 169 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report Consolidated 2018 2017 2016 Average Interest Average Average Interest Average Average Interest Average Balance Expense Rate Balance Expense Rate Balance Expense Rate $m $m % $m $m % $m $m % 16,180 262 1.6 15,740 241 1.5 16,570 301 1,135 1,963 17 40 1.5 2.0 642 2,451 9 29 1.4 1.2 567 2,811 10 34 422,006 51,368 26,599 7,308 1,196 517 1.7 409,586 7,344 1.8 376,115 7,801 2.3 51,042 1,173 2.3 48,251 1,280 1.9 24,085 351 1.5 29,336 288 15,028 635 4.2 15,841 638 4.0 12,150 513 1,645 1,324 84 55 5.1 4.2 43 1,324 2 53 4.7 4.0 - 1,687 - 76 163,949 5,369 3.3 157,842 5,117 3.2 164,871 5,574 14,218 94 580 3 4.1 15,821 3.2 507 747 12 4.7 14,067 2.4 851 787 10 1.8 1.8 1.2 2.1 2.7 1.0 4.2 - 4.5 3.4 5.6 1.2 and interest expense 715,509 16,066 2.2 694,924 15,716 2.3 667,276 16,674 2.5 Liabilities Interest bearing liabilities Payables due to other financial institutions: Deposits and other borrowings: Australia New Zealand Other overseas Australia New Zealand Other overseas Loan capital: Australia New Zealand Other overseas Australia New Zealand Other overseas Other interest bearing liabilities1: Total interest bearing liabilities Non-interest bearing liabilities Deposits and payables due to other financial institutions: Australia New Zealand Other overseas Derivative financial instruments Life insurance liabilities All other liabilities2 Total non-interest bearing liabilities Total liabilities Shareholders’ equity Non-controlling interests Total equity Total liabilities and equity 42,377 5,289 824 37,504 8,874 12,199 107,067 822,576 62,017 31 62,048 884,624 40,514 4,716 869 42,780 10,560 11,586 111,025 805,949 58,556 20 58,576 36,594 4,105 1,023 55,956 10,985 11,145 119,808 787,084 55,896 575 56,471 864,525 843,555 Include net impact of Treasury balance sheet management activities and the Bank Levy. Include other liabilities, provisions, current and deferred tax liabilities. 1 2 168 Notes to the financial statements Notes to the financial statements FINANCIAL ASSETS AND FINANCIAL LIABILITIES Note 11. Trading securities and financial assets designated at fair value Accounting policy Recognition Purchases and sales of regular way financial assets, except for loans and receivables, are recognised on trade-date; the date on which the Group commits to purchase or sell the asset. Loans and receivables are recognised on settlement date, when cash is advanced to the borrowers. Financial liabilities are recognised when an obligation arises. Classification and measurement The Group classifies its financial assets in the following categories: cash and balances with central banks, receivables due from financial institutions, trading securities and financial assets designated at fair value, derivative financial instruments, available- for-sale securities, loans, life insurance assets and regulatory deposits with central banks overseas. The Group has not classified any of its financial assets as held-to-maturity investments. The Group classifies significant financial liabilities in the following categories: payables due to other financial institutions, deposits and other borrowings, other financial liabilities at fair value through income statement, derivative financial instruments, debt issues and loan capital. Financial assets and financial liabilities measured at fair value through income statement are recognised initially at fair value. All other financial assets and financial liabilities are recognised initially at fair value plus directly attributable transaction costs. The accounting policy for each category of financial asset or financial liability mentioned above is set out in the note for the relevant item. The Group’s policies for determining the fair value of financial assets and financial liabilities are set out in Note 23. Derecognition Financial assets are derecognised when the rights to receive cash flows from the asset have expired, or when the Group has either transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full under a ‘pass through’ arrangement and transferred substantially all the risks and rewards of ownership. There may be situations where the Group has partially transferred the risks and rewards of ownership but has neither transferred nor retained substantially all the risks and rewards of ownership. In such situations, the asset continues to be recognised on the balance sheet to the extent of the Group’s continuing involvement in the asset. Financial liabilities are derecognised when the obligation is discharged, cancelled or expires. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, the exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, with the difference in the respective carrying amounts recognised in the income statement. Note 10. Receivables due from other financial institutions Accounting policy Receivables due from other financial institutions are recognised initially at fair value and subsequently at amortised cost using the effective interest rate method. $m Conduit assets1 Cash collateral Interbank lending Total receivables due from other financial institutions Consolidated 2018 2017 Parent Entity 2018 2017 - 4,332 1,458 5,790 392 4,834 1,902 7,128 - 4,267 1,444 5,711 - 4,462 1,895 6,357 Accounting policy Trading securities the near term. Trading securities include actively traded debt (government and other) and equity instruments and those acquired for sale in As part of its trading activities, the Group also lends and borrows securities on a collateralised basis. Securities lent remain on the Group’s balance sheet and securities borrowed are not reflected on the Group’s balance sheet, as the risk and rewards of ownership remain with the initial holder. Where cash is provided as collateral, the amount advanced to or received from third parties is recognised as a receivable in other assets (Note 27) or as a borrowing in other liabilities (Note 29) respectively. Gains and losses on trading securities are recognised in the income statement. Interest received from government and other debt securities is recognised in net interest income (Note 3) and dividends on equity securities are recognised in non-interest income (Note 4). Securities purchased under agreements to resell (‘reverse repos’) Securities purchased under agreements to resell are not recognised on the balance sheet as Westpac has not obtained the risks and rewards of ownership. The cash consideration paid is recognised as an asset. Reverse repos which are part of a trading portfolio are designated at fair value. Gains and losses on these financial assets are recognised in non-interest income. Interest received under these agreements is recognised in interest income. Other financial assets designated at fair value Other financial assets designated at fair value either: contain an embedded derivative; are managed on a fair value basis, or are held at fair value to reduce or eliminate an accounting mismatch. Gains and losses on these financial assets are recognised as non-interest income. Interest received from these other financial assets is recognised in interest income. A portfolio of fixed rate bills designated at fair value to reduce an accounting mismatch have, due to their nature, been presented in loans (Note 13). Total trading securities and financial assets designated at fair value 22,134 25,324 21,168 20,417 22,946 $m Trading securities Securities purchased under agreement to resell Other financial assets designated at fair value Trading securities include the following: $m Government and semi-government securities Other debt securities Equity securities Other Total trading securities Other financial assets designated at fair value include: $m Other debt securities Equity securities Consolidated Parent Entity 2018 2017 2016 2018 2017 17,779 15,860 15,288 16,673 14,151 1,379 2,976 6,887 2,577 3,260 2,620 1,379 2,365 6,887 1,908 Consolidated Parent Entity 2018 2017 2016 2018 2017 13,062 11,339 9,267 12,253 10,452 4,622 4,453 5,960 4,325 3,631 8 87 11 57 7 54 8 87 11 57 17,779 15,860 15,288 16,673 14,151 Consolidated Parent Entity 2018 2017 2016 2018 2017 2,715 2,259 2,319 2,302 1,848 261 318 301 63 60 Total other financial assets designated at fair value 2,976 2,577 2,620 2,365 1,908 1 Further information on conduit assets is disclosed in Note 25. Conduit assets are only available to meet associated conduit liabilities disclosed in Note 19. 170 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 171 Notes to the financial statements FINANCIAL ASSETS AND FINANCIAL LIABILITIES Accounting policy Recognition cash is advanced to the borrowers. Financial liabilities are recognised when an obligation arises. Classification and measurement Purchases and sales of regular way financial assets, except for loans and receivables, are recognised on trade-date; the date on which the Group commits to purchase or sell the asset. Loans and receivables are recognised on settlement date, when The Group classifies its financial assets in the following categories: cash and balances with central banks, receivables due from financial institutions, trading securities and financial assets designated at fair value, derivative financial instruments, available- for-sale securities, loans, life insurance assets and regulatory deposits with central banks overseas. The Group has not classified any of its financial assets as held-to-maturity investments. The Group classifies significant financial liabilities in the following categories: payables due to other financial institutions, deposits and other borrowings, other financial liabilities at fair value through income statement, derivative financial instruments, debt issues and loan capital. Financial assets and financial liabilities measured at fair value through income statement are recognised initially at fair value. All other financial assets and financial liabilities are recognised initially at fair value plus directly attributable transaction costs. The accounting policy for each category of financial asset or financial liability mentioned above is set out in the note for the The Group’s policies for determining the fair value of financial assets and financial liabilities are set out in Note 23. relevant item. Derecognition Financial assets are derecognised when the rights to receive cash flows from the asset have expired, or when the Group has either transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full under a ‘pass through’ arrangement and transferred substantially all the risks and rewards of ownership. There may be situations where the Group has partially transferred the risks and rewards of ownership but has neither transferred nor retained substantially all the risks and rewards of ownership. In such situations, the asset continues to be recognised on the balance sheet to the extent of the Group’s continuing involvement in the asset. Financial liabilities are derecognised when the obligation is discharged, cancelled or expires. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, the exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, with the difference in the respective carrying amounts recognised in the income statement. Note 10. Receivables due from other financial institutions Receivables due from other financial institutions are recognised initially at fair value and subsequently at amortised cost using Accounting policy the effective interest rate method. $m Conduit assets1 Cash collateral Interbank lending Total receivables due from other financial institutions Consolidated Parent Entity 2018 2017 2018 2017 - 4,332 1,458 5,790 392 4,834 1,902 7,128 - 4,267 1,444 5,711 - 4,462 1,895 6,357 Notes to the financial statements Note 11. Trading securities and financial assets designated at fair value Accounting policy Trading securities Trading securities include actively traded debt (government and other) and equity instruments and those acquired for sale in the near term. As part of its trading activities, the Group also lends and borrows securities on a collateralised basis. Securities lent remain on the Group’s balance sheet and securities borrowed are not reflected on the Group’s balance sheet, as the risk and rewards of ownership remain with the initial holder. Where cash is provided as collateral, the amount advanced to or received from third parties is recognised as a receivable in other assets (Note 27) or as a borrowing in other liabilities (Note 29) respectively. Gains and losses on trading securities are recognised in the income statement. Interest received from government and other debt securities is recognised in net interest income (Note 3) and dividends on equity securities are recognised in non-interest income (Note 4). Securities purchased under agreements to resell (‘reverse repos’) Securities purchased under agreements to resell are not recognised on the balance sheet as Westpac has not obtained the risks and rewards of ownership. The cash consideration paid is recognised as an asset. Reverse repos which are part of a trading portfolio are designated at fair value. Gains and losses on these financial assets are recognised in non-interest income. Interest received under these agreements is recognised in interest income. Other financial assets designated at fair value Other financial assets designated at fair value either: contain an embedded derivative; are managed on a fair value basis, or are held at fair value to reduce or eliminate an accounting mismatch. Gains and losses on these financial assets are recognised as non-interest income. Interest received from these other financial assets is recognised in interest income. A portfolio of fixed rate bills designated at fair value to reduce an accounting mismatch have, due to their nature, been presented in loans (Note 13). $m Trading securities Securities purchased under agreement to resell Consolidated 2017 2018 2016 Parent Entity 2018 2017 17,779 15,860 15,288 16,673 14,151 1,379 6,887 3,260 1,379 6,887 Other financial assets designated at fair value Total trading securities and financial assets designated at fair value 2,976 22,134 2,577 25,324 2,620 21,168 2,365 20,417 1,908 22,946 Trading securities include the following: $m Government and semi-government securities Other debt securities Equity securities Other Total trading securities Other financial assets designated at fair value include: $m Other debt securities Equity securities Total other financial assets designated at fair value Consolidated 2017 2018 2016 Parent Entity 2018 2017 13,062 11,339 9,267 12,253 10,452 4,622 4,453 5,960 4,325 3,631 8 11 7 8 11 87 17,779 57 15,860 54 15,288 87 16,673 57 14,151 3 Consolidated 2017 2018 2,715 261 2,976 2,259 318 2,577 2016 2,319 301 2,620 Parent Entity 2018 2017 2,302 63 2,365 1,848 60 1,908 1 Further information on conduit assets is disclosed in Note 25. Conduit assets are only available to meet associated conduit liabilities disclosed in Note 19. 170 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 171 Notes to the financial statements Loans are financial assets initially recognised at fair value plus directly attributable transaction costs and fees. Except for a portfolio of fixed rate bills (see below), loans are subsequently measured at amortised cost using the effective interest rate method and are presented net of any provisions for impairment. Loan products that have both mortgage and deposit facilities are presented gross on the balance sheet, segregating the asset and liability component, because they do not meet the criteria to be offset. Interest earned on these products is presented on a net basis in the income statement as this reflects how the customer is charged. Finance leases, where the Group acts as lessor, are also included within loans. These are leases where substantially all the risks and rewards of the leased asset have been transferred to the lessee. Finance income is recognised on a basis reflecting a constant rate of return on the net investment in the finance lease. The net investment of a finance lease is the present value of future cash flows on the lease. Gross future cash flows are discounted using the interest rate implicit in the lease to determine The loan portfolio is disaggregated by location of booking office and product type, as follows: Consolidated Parent Entity 2018 2017 2018 2017 444,741 427,167 444,730 427,155 21,079 21,952 20,090 19,905 154,347 150,542 150,580 146,143 1,830 1,885 1,830 1,885 88 100 88 100 622,085 601,646 617,318 595,188 44,772 43,198 1,793 1,856 76 85 - - - - - - 27,701 26,667 376 321 74,342 71,806 376 321 3,600 2,818 3,600 2,818 12,477 11,515 11,281 10,283 16,077 14,333 14,881 13,101 712,504 687,785 632,575 608,610 (2,814) (2,866) (2,407) (2,373) 709,690 684,919 630,168 606,237 Note 13. Loans Accounting policy their present value. Personal (loans and cards) $m Australia Housing Business Margin lending Other Total Australia New Zealand Housing Personal (loans and cards) Business Other Total New Zealand Other overseas Trade finance Other Total other overseas Total loans Total net loans1,2 Notes to the financial statements Note 12. Available-for-sale securities Accounting policy Available-for-sale debt (government and other) and equity securities are held at fair value with gains and losses recognised in other comprehensive income except for the following amounts recognised in the income statement:    dividends on equity securities; and interest on debt securities; impairment charges. The cumulative gain or loss recognised in other comprehensive income is subsequently recognised in the income statement when the instrument is disposed. At each reporting date, the Group assesses whether any available-for-sale securities are impaired. Impairment exists if one or more events have occurred which have a negative impact on the security's estimated cash flows. For debt instruments, evidence of impairment includes significant financial difficulties or adverse changes in the payment status of an issuer. For equity securities, a significant or prolonged decline in the fair value of the security below its cost is considered evidence of impairment. If impairment exists, the cumulative loss is removed from other comprehensive income and recognised in the income statement. Any subsequent reversals of impairment on debt securities are also recognised in the income statement. Subsequent reversal of impairment charges on equity instruments is not recognised in the income statement until the instrument is disposed. $m Available-for-sale securities Government and semi-government securities Other debt securities Equity securities1 Total available-for-sale securities Consolidated 2017 2018 2016 Parent Entity 2018 2017 42,979 43,382 46,255 40,345 40,491 17,756 16,863 14,323 16,101 15,252 384 61,119 465 60,710 87 60,665 67 56,513 57 55,800 The following table shows the maturities of the Group’s available-for-sale securities as at 30 September 2018 and their weighted-average yield. There are no tax-exempt securities. 2018 Carrying amount Government and semi- government securities Other debt securities Equity securities Total by maturity Within 1 Year $m % Over 1 Year to 5 Years $m % Over 5 Years to 10 Years $m % Over 10 Years $m % No Specific Maturity $m % Total Weighted Average % $m 4,780 2,118 - 6,898 3.1% 3.0% - 25,126 3.3% 15,638 2.9% - - 40,764 13,073 2.9% - - - - 13,073 - - - - - - - - - 384 384 - - - 42,979 17,756 384 61,119 3.2% 2.9% - Provisions for impairment charges on loans (refer to Note 14) The maturity profile is determined based upon contractual terms for available-for-sale instruments. Available-for-sale securities include:  US Government treasury notes of $5,229 million (2017: $6,796 million, 2016: $6,413 million); and  total holdings of debt securities, where the aggregate book value exceeds 10% of equity attributable to Westpac's owners: - Queensland Treasury Corporation totalling $11,144 million; and - Australian Commonwealth Government totalling $10,657 million. 1 Certain equity securities are measured at cost because their fair value cannot be reliably measured (there is no active market and quoted prices are not available). 2018: nil for the Group (2017: nil, 2016: $59 million) and nil for the Parent Entity (2017: nil). for both the Group and Parent Entity. 2 Total net loans include securitised loans of: - Group - 2018 $7,135 million (2017: $7,651 million) - Parent - 2018 $85,965 million (2017: $82,135 million) 1 Total net loans include $3,250 million (2017: $4,587 million) of fixed rate bills designated at fair value to reduce an accounting mismatch. The change in fair value of fixed rate bills attributable to credit risk recognised during the year was $1 million (2017: $6 million) for both the Group and Parent Entity. The cumulative change in fair value of the fixed rate bills attributable to credit risk was a decrease of $22 million (2017: $23 million decrease) 172 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 173 Notes to the financial statements Note 12. Available-for-sale securities Accounting policy    interest on debt securities; dividends on equity securities; and impairment charges. when the instrument is disposed. Available-for-sale debt (government and other) and equity securities are held at fair value with gains and losses recognised in other comprehensive income except for the following amounts recognised in the income statement: The cumulative gain or loss recognised in other comprehensive income is subsequently recognised in the income statement At each reporting date, the Group assesses whether any available-for-sale securities are impaired. Impairment exists if one or more events have occurred which have a negative impact on the security's estimated cash flows. For debt instruments, evidence of impairment includes significant financial difficulties or adverse changes in the payment status For equity securities, a significant or prolonged decline in the fair value of the security below its cost is considered evidence of of an issuer. impairment. If impairment exists, the cumulative loss is removed from other comprehensive income and recognised in the income statement. Any subsequent reversals of impairment on debt securities are also recognised in the income statement. Subsequent reversal of impairment charges on equity instruments is not recognised in the income statement until the instrument is disposed. $m Available-for-sale securities Government and semi-government securities Other debt securities Equity securities1 Total available-for-sale securities Consolidated Parent Entity 2018 2017 2016 2018 2017 42,979 43,382 46,255 40,345 40,491 17,756 16,863 14,323 16,101 15,252 384 465 87 67 57 61,119 60,710 60,665 56,513 55,800 The following table shows the maturities of the Group’s available-for-sale securities as at 30 September 2018 and their weighted-average yield. There are no tax-exempt securities. 2018 $m % $m % $m % $m % $m % $m % Within 1 Year Over 1 Year Over 5 Years Over No Specific Weighted to 5 Years to 10 Years 10 Years Maturity Total Average Carrying amount Government and semi- government securities Other debt securities Equity securities Total by maturity 4,780 2,118 3.1% 3.0% 25,126 3.3% 13,073 2.9% 15,638 2.9% - - - - - - - - 6,898 40,764 13,073 - - - - - - - - - 384 384 - - - 42,979 17,756 384 61,119 3.2% 2.9% - The maturity profile is determined based upon contractual terms for available-for-sale instruments. Available-for-sale securities include:  US Government treasury notes of $5,229 million (2017: $6,796 million, 2016: $6,413 million); and  total holdings of debt securities, where the aggregate book value exceeds 10% of equity attributable to Westpac's owners: - Queensland Treasury Corporation totalling $11,144 million; and - Australian Commonwealth Government totalling $10,657 million. Notes to the financial statements Note 13. Loans Accounting policy Loans are financial assets initially recognised at fair value plus directly attributable transaction costs and fees. Except for a portfolio of fixed rate bills (see below), loans are subsequently measured at amortised cost using the effective interest rate method and are presented net of any provisions for impairment. Loan products that have both mortgage and deposit facilities are presented gross on the balance sheet, segregating the asset and liability component, because they do not meet the criteria to be offset. Interest earned on these products is presented on a net basis in the income statement as this reflects how the customer is charged. Finance leases, where the Group acts as lessor, are also included within loans. These are leases where substantially all the risks and rewards of the leased asset have been transferred to the lessee. Finance income is recognised on a basis reflecting a constant rate of return on the net investment in the finance lease. The net investment of a finance lease is the present value of future cash flows on the lease. Gross future cash flows are discounted using the interest rate implicit in the lease to determine their present value. The loan portfolio is disaggregated by location of booking office and product type, as follows: $m Australia Housing Personal (loans and cards) Business Margin lending Other Total Australia New Zealand Housing Personal (loans and cards) Business Other Total New Zealand Other overseas Trade finance Other Total other overseas Total loans Provisions for impairment charges on loans (refer to Note 14) Total net loans1,2 Consolidated 2018 2017 Parent Entity 2018 2017 444,741 427,167 444,730 427,155 21,079 21,952 20,090 19,905 154,347 150,542 150,580 146,143 1,830 1,885 1,830 1,885 88 100 88 100 622,085 601,646 617,318 595,188 44,772 43,198 1,793 1,856 27,701 26,667 76 85 74,342 71,806 - - 376 - 376 - - 321 - 321 3,600 2,818 3,600 2,818 12,477 11,515 11,281 10,283 16,077 14,333 14,881 13,101 712,504 687,785 632,575 608,610 (2,814) 709,690 (2,866) 684,919 (2,407) 630,168 (2,373) 606,237 3 1 Certain equity securities are measured at cost because their fair value cannot be reliably measured (there is no active market and quoted prices are not available). 2018: nil for the Group (2017: nil, 2016: $59 million) and nil for the Parent Entity (2017: nil). 1 Total net loans include $3,250 million (2017: $4,587 million) of fixed rate bills designated at fair value to reduce an accounting mismatch. The change in fair value of fixed rate bills attributable to credit risk recognised during the year was $1 million (2017: $6 million) for both the Group and Parent Entity. The cumulative change in fair value of the fixed rate bills attributable to credit risk was a decrease of $22 million (2017: $23 million decrease) for both the Group and Parent Entity. 2 Total net loans include securitised loans of: - Group - 2018 $7,135 million (2017: $7,651 million) - Parent - 2018 $85,965 million (2017: $82,135 million) 172 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 173 Notes to the financial statements Note 13. Loans (continued) Loans included the following finance lease receivables: $m Gross investment in finance lease receivables: Due within one year Due after one year but not later than five years Due after five years Unearned future finance income on finance lease receivables Net investment in finance lease receivables Accumulated allowance for uncollectable minimum lease payments Consolidated 2018 2017 Parent Entity 2018 2017 692 661 473 433 4,866 4,619 3,804 3,349 595 (870) 301 (796) 563 (727) 237 (606) 5,283 4,785 4,113 3,413 (8) (6) (3) (2) Net investment in finance lease receivables after accumulated allowance 5,275 4,779 4,110 3,411 Property services and business services The net investment in finance lease receivables may be analysed as follows: Due within one year Due after one year but not later than five years Due after five years Total net investment in finance lease receivables 677 4,116 490 5,283 634 3,913 238 4,785 458 3,192 463 4,113 416 2,809 188 3,413 The following table shows loans presented based on their industry classification: Note 13. Loans (continued) Consolidated $m Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Services Trade Transport and storage Utilities Retail lending Other Total Australia New Zealand Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Property services and business services Mining Property Services Trade Transport and storage Utilities Retail lending Other Total New Zealand Other overseas Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Property services and business services Mining Property Services Trade Transport and storage Utilities Retail lending Other Total other overseas Total loans Provisions for impairment charges on loans Total net loans Notes to the financial statements 2018 2017 2016 2015 2014 14,059 12,923 14,298 13,175 12,202 8,297 8,642 6,751 628 9,298 3,311 45,471 13,477 12,158 16,501 8,853 4,350 8,177 8,182 6,043 554 9,054 3,025 43,220 12,050 12,950 16,063 8,624 5,237 7,536 7,953 5,797 675 9,140 3,641 44,785 11,674 12,362 16,044 9,015 4,025 7,490 7,667 5,596 796 9,342 4,415 44,667 10,703 10,798 15,484 9,940 3,554 463,609 451,315 429,522 400,441 376,662 6,680 4,229 2,777 1,587 1,247 622,085 601,646 579,244 545,655 511,255 46,613 45,190 45,011 40,277 - - - - 74,342 71,806 72,495 63,729 323 8,138 502 2,903 114 2,199 206 5,997 1,073 1,733 2,509 1,029 1,003 112 19 71 4,098 25 3,257 322 467 1,684 205 2,988 1,232 736 683 178 290 7,772 447 2,478 137 2,090 141 5,858 1,113 1,810 2,163 1,080 1,237 97 5 55 4 349 491 540 205 2,680 1,389 514 657 76 256 7,788 396 2,682 163 2,324 280 5,925 1,084 1,396 2,333 1,257 1,600 118 12 147 4 535 479 526 99 3,463 1,186 442 1,120 - 4,289 2,767 2,982 2,619 182 6,860 359 1,725 292 2,110 407 5,301 925 1,173 2,003 1,094 1,021 111 568 247 4,297 130 3,848 778 409 403 182 2,898 1,099 722 1,191 77 16,077 14,333 13,517 16,960 712,504 687,785 665,256 626,344 (2,814) (2,866) (3,330) (3,028) 13,791 583,516 (3,173) 709,690 684,919 661,926 623,316 580,343 7,273 7,246 5,533 750 8,876 3,207 41,718 10,045 9,629 14,449 9,186 3,232 159 6,019 361 1,158 350 1,848 484 5,116 869 996 1,878 868 1,004 37,222 138 58,470 127 465 120 2,006 35 2,886 1,617 352 140 242 3,248 689 701 1,111 52 174 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 175 Notes to the financial statements Note 13. Loans (continued) Loans included the following finance lease receivables: $m Gross investment in finance lease receivables: Due within one year Due after five years Due after one year but not later than five years Unearned future finance income on finance lease receivables Net investment in finance lease receivables Accumulated allowance for uncollectable minimum lease payments Due within one year Due after five years Due after one year but not later than five years Total net investment in finance lease receivables Consolidated Parent Entity 2018 2017 2018 2017 692 661 473 433 4,866 4,619 3,804 3,349 595 (870) 301 (796) 563 (727) 237 (606) 5,283 4,785 4,113 3,413 (8) (6) (3) (2) 677 634 458 416 4,116 3,913 3,192 2,809 490 238 463 188 5,283 4,785 4,113 3,413 Net investment in finance lease receivables after accumulated allowance 5,275 4,779 4,110 3,411 The net investment in finance lease receivables may be analysed as follows: Note 13. Loans (continued) The following table shows loans presented based on their industry classification: Notes to the financial statements Consolidated $m Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total Australia New Zealand Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total New Zealand Other overseas Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total other overseas Total loans Provisions for impairment charges on loans Total net loans 2018 2017 2016 2015 2014 8,297 8,642 6,751 14,059 628 9,298 3,311 45,471 13,477 12,158 16,501 8,853 4,350 463,609 6,680 622,085 323 8,138 502 2,903 114 2,199 206 5,997 1,073 1,733 2,509 1,029 1,003 46,613 - 74,342 112 19 71 4,098 25 3,257 322 467 1,684 205 2,988 1,232 736 683 178 16,077 712,504 (2,814) 709,690 8,177 8,182 6,043 12,923 554 9,054 3,025 43,220 12,050 12,950 16,063 8,624 5,237 451,315 4,229 601,646 290 7,772 447 2,478 137 2,090 141 5,858 1,113 1,810 2,163 1,080 1,237 45,190 - 71,806 97 5 55 4,289 4 2,982 349 491 540 205 2,680 1,389 514 657 76 14,333 687,785 (2,866) 684,919 7,536 7,953 5,797 14,298 675 9,140 3,641 44,785 11,674 12,362 16,044 9,015 4,025 429,522 2,777 579,244 256 7,788 396 2,682 163 2,324 280 5,925 1,084 1,396 2,333 1,257 1,600 45,011 - 72,495 118 12 147 2,767 4 2,619 535 479 526 99 3,463 1,186 442 1,120 - 13,517 665,256 (3,330) 661,926 7,490 7,667 5,596 13,175 796 9,342 4,415 44,667 10,703 10,798 15,484 9,940 3,554 400,441 1,587 545,655 182 6,860 359 1,725 292 2,110 407 5,301 925 1,173 2,003 1,094 1,021 40,277 - 63,729 111 568 247 4,297 130 3,848 778 409 403 182 2,898 1,099 722 1,191 77 16,960 626,344 (3,028) 623,316 7,273 7,246 5,533 12,202 750 8,876 3,207 41,718 10,045 9,629 14,449 9,186 3,232 376,662 1,247 511,255 159 6,019 361 1,158 350 1,848 484 5,116 869 996 1,878 868 1,004 37,222 138 58,470 127 465 120 2,006 35 2,886 1,617 352 140 242 3,248 689 701 1,111 52 13,791 583,516 (3,173) 580,343 3 174 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 175 Notes to the financial statements Notes to the financial statements Note 13. Loans (continued) Parent Entity $m Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total Australia New Zealand Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total New Zealand Other overseas Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total other overseas Total loans Provisions for impairment charges on loans Total net loans Note 13. Loans (continued) Consolidated 2018 $m Loans by type of customer in Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Property services and business services Transport and storage Manufacturing Mining Property Services Trade Utilities Retail lending Other Total Australia Total overseas Total loans Consolidated Up to 1 Year 1 to 5 Years Over 5 Years Total 19,019 22,782 3,381 3,173 1,647 7,465 125 3,263 548 4,029 3,248 6,737 1,688 1,105 14,618 1,076 71,122 24,824 95,946 4,457 4,763 4,301 4,896 174 4,701 1,281 7,547 7,185 8,048 5,660 2,625 459 706 803 1,698 329 1,334 1,482 3,670 1,901 1,725 1,716 1,505 620 8,297 8,642 6,751 14,059 628 9,298 3,311 45,471 13,477 12,158 16,501 8,853 4,350 24,316 424,675 463,609 4,097 1,507 6,680 106,833 18,958 125,791 444,130 46,637 490,767 622,085 90,419 712,504 2018 Loans at Loans at Variable Interest Fixed Interest 2017 Loans at Loans at Variable Interest Fixed Interest $m Rates Rates Total Rates Rates Total Interest rate segmentation of Group loans maturing after one year By offices in Australia By offices overseas Total loans maturing after one year 442,702 173,856 616,558 436,014 161,754 597,768 423,886 127,077 550,963 417,643 117,326 534,969 18,816 46,779 65,595 18,371 44,428 62,799 2018 2017 2018: The following table shows the consolidated contractual maturity distribution of all loans by type of customer as at 30 September 8,228 8,584 6,247 14,006 620 9,072 3,279 45,471 12,433 11,891 16,291 8,456 4,324 462,568 5,848 617,318 - 2 5 - - 98 - - 8 - 263 - - - - 376 70 4 59 4,093 24 3,253 323 234 1,595 187 2,802 1,127 734 277 99 14,881 632,575 (2,407) 630,168 8,098 8,063 5,440 12,882 541 8,782 2,985 43,220 10,979 12,605 15,760 8,167 5,206 449,207 3,253 595,188 - 1 3 - - 88 - - 9 1 217 - - - 2 321 88 4 44 4,284 3 2,969 349 288 525 74 2,446 1,159 508 280 80 13,101 608,610 (2,373) 606,237 176 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 177 Notes to the financial statements Notes to the financial statements 2018 2017 The following table shows the consolidated contractual maturity distribution of all loans by type of customer as at 30 September 2018: Note 13. Loans (continued) Consolidated 2018 $m Loans by type of customer in Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total Australia Total overseas Total loans Consolidated $m Interest rate segmentation of Group loans maturing after one year By offices in Australia By offices overseas Total loans maturing after one year 14,006 12,882 8,228 8,584 6,247 620 9,072 3,279 45,471 12,433 11,891 16,291 8,456 4,324 462,568 5,848 617,318 - 2 5 - - - - 8 - - - - - 70 4 59 4,093 24 3,253 323 234 1,595 187 2,802 1,127 734 277 99 8,098 8,063 5,440 541 8,782 2,985 43,220 10,979 12,605 15,760 8,167 5,206 449,207 3,253 595,188 - 1 3 - - - - 9 1 - - - 2 88 4 44 4,284 3 2,969 349 288 525 74 2,446 1,159 508 280 80 98 88 263 217 376 321 14,881 632,575 (2,407) 630,168 13,101 608,610 (2,373) 606,237 Up to 1 Year 1 to 5 Years Over 5 Years Total 3,381 3,173 1,647 7,465 125 3,263 548 4,457 4,763 4,301 4,896 174 4,701 1,281 19,019 22,782 7,547 7,185 8,048 5,660 2,625 4,029 3,248 6,737 1,688 1,105 14,618 1,076 71,122 24,824 95,946 459 706 803 1,698 329 1,334 1,482 3,670 1,901 1,725 1,716 1,505 620 8,297 8,642 6,751 14,059 628 9,298 3,311 45,471 13,477 12,158 16,501 8,853 4,350 24,316 424,675 463,609 4,097 1,507 6,680 106,833 18,958 125,791 444,130 46,637 490,767 622,085 90,419 712,504 Loans at Variable Interest Rates 2018 Loans at Fixed Interest Rates Loans at Variable Interest Rates 2017 Loans at Fixed Interest Rates Total Total 423,886 127,077 550,963 417,643 117,326 534,969 18,816 442,702 46,779 173,856 65,595 616,558 18,371 436,014 44,428 161,754 62,799 597,768 3 Note 13. Loans (continued) Parent Entity $m Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Property services and business services Mining Property Services Trade Transport and storage Utilities Retail lending Other Total Australia New Zealand Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Property services and business services Mining Property Services Trade Transport and storage Utilities Retail lending Other Total New Zealand Other overseas Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Property services and business services Mining Property Services Trade Transport and storage Utilities Retail lending Other Total other overseas Total loans Provisions for impairment charges on loans Total net loans 176 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 177 collectively assessed for impairment. individually assessed for impairment; and Notes to the financial statements Note 14. Provisions for impairment charges Accounting policy The Group recognises two types of impairment provisions for its loans, being provisions for loans which are:   Notes to the financial statements Note 14. Provisions for impairment charges (continued) The following table presents provisions for impairment charges on loans by industry classification for the past five years: Consolidated 2018 2017 2016 2015 2014 $m % $m % $m % $m % $m % Property services and business services 127 200 Individually assessed provisions by industry Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Manufacturing Mining Property Services Trade Transport and storage Utilities Retail lending Other Total Australia New Zealand Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Manufacturing Property services and business services Mining Property Services Trade Transport and storage Utilities Retail lending Total New Zealand Total other overseas 387 12.6 433 13.9 752 20.9 553 16.6 691 19.9 9 13 24 25 49 9 47 35 27 39 16 - 92 2 - 13 - - 6 - 6 - 1 - - - 7 33 2 0.3 0.4 0.8 0.8 1.6 0.3 1.5 1.1 0.9 1.3 0.5 - 3.0 0.1 - 0.4 - - 0.2 - - 0.1 - - - 0.2 1.1 0.1 15 9 20 6 40 19 74 77 25 37 14 - 94 3 - 11 - - 4 - - 2 1 - - 7 45 2 0.5 0.3 0.6 0.2 1.3 0.6 2.4 2.5 0.8 1.2 0.4 - 3.0 0.1 - 0.4 - - 0.1 - - 0.1 - - - 0.2 1.4 0.1 39 21 23 15 120 41 125 215 16 62 14 - 57 4 - 11 1 - 34 14 31 1 2 1 - - 4 99 18 1.1 0.6 0.6 0.4 3.4 1.1 3.5 6.0 0.4 1.7 0.4 - 1.6 0.1 - 0.3 - - 0.9 0.4 0.9 - 0.1 - - - 0.1 2.7 0.5 38 23 20 23 41 11 97 20 39 54 - 57 3 - 6 1 - 33 13 42 1 2 1 - - 8 107 9 1.1 0.7 0.6 0.7 1.2 0.3 3.9 2.9 0.6 1.2 1.6 - 1.7 0.1 - 0.2 - - 1.0 0.4 1.3 - 0.1 - - - 0.2 3.2 0.3 0.2 20 0.6 47 47 61 24 36 15 83 32 70 12 2 60 2 - 6 1 - 33 36 38 - 1 2 1 - 1.4 1.4 1.8 0.7 1.0 0.4 5.7 2.4 0.9 2.0 0.3 0.1 1.7 0.1 - 0.2 - - 0.9 1.0 1.1 0.1 - - - - 10 128 48 0.3 3.6 1.4 24.9 75.1 Total individually assessed provisions 422 13.8 480 15.4 869 24.1 669 20.1 867 Total collectively assessed provisions 2,631 86.2 2,639 84.6 2,733 75.9 2,663 79.9 2,614 Total provisions for impairment charges and credit commitments 3,053 100.0 3,119 100.0 3,602 100.0 3,332 100.0 3,481 100.0 Note 6 explains how impairment charges are determined. The Group assesses impairment as follows:  individually for loans that exceed specified thresholds. Where there is objective evidence of impairment, individually assessed provisions will be recognised; and  collectively for loans below the specified thresholds noted above or if there is no objective evidence of impairment. These loans are included in a group of loans with similar risk characteristics and collectively assessed for impairment. If there is objective evidence that the group of loans is collectively impaired, collectively assessed provisions will be recognised. Critical accounting assumptions and estimates The methodology and assumptions used for estimating future cash flows are reviewed regularly by the Group to reduce differences between impairment provisions and actual loss experience. Individual component Key judgements include the business prospects for the customer, the realisable value of collateral, the Group’s position relative to other claimants, the reliability of customer information and the likely cost and duration of recovering the loan. Judgements can change with time as new information becomes available or as loan recovery strategies evolve, which may result in revisions to the impairment provision. Collective component Collective provisions are established on a portfolio basis taking into account the level of arrears, collateral and security, past loss experience, current economic conditions, expected default and timing of recovery based on portfolio trends. Key judgements include estimated loss rates and their related emergence periods. The emergence period for each loan type is determined through studies of loss emergence patterns. Loan files are reviewed to identify the average time period between observable loss indicator events and the loss becoming identifiable. Actual credit losses may differ materially from reported loan impairment provisions due to uncertainties including interest rates and their effect on consumer spending, unemployment levels, payment behaviour and bankruptcy rates. $m Individually assessed provisions Opening balance Provisions raised Write-backs Write-offs Interest adjustment Other adjustments Closing balance Collectively assessed provisions Opening balance Provisions raised Write-offs Interest adjustment Other adjustments Closing balance Total provisions for impairment charges on loans and credit commitments Less provisions for credit commitments (refer to Note 28) Total provisions for impairment charges on loans Consolidated 2017 2018 2016 Parent Entity 2018 2017 480 371 (150) (269) (11) 1 422 869 610 (288) (688) (16) (7) 480 669 727 (210) (287) (13) (17) 869 417 341 (131) (248) (11) 7 375 752 581 (218) (681) (16) (1) 417 2,639 2,733 2,663 2,180 2,198 668 (858) 179 3 2,631 3,053 (239) 2,814 699 (968) 188 (13) 2,639 3,119 (253) 2,866 744 (902) 193 35 2,733 3,602 (272) 3,330 610 (742) 148 42 2,238 2,613 (206) 2,407 628 (810) 152 12 2,180 2,597 (224) 2,373 178 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 179 Notes to the financial statements Note 14. Provisions for impairment charges (continued) The following table presents provisions for impairment charges on loans by industry classification for the past five years: Consolidated 2018 2017 2016 2015 2014 $m % $m % $m % $m % $m % Individually assessed provisions by industry Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Manufacturing Mining Property Critical accounting assumptions and estimates Property services and business services The methodology and assumptions used for estimating future cash flows are reviewed regularly by the Group to reduce differences between impairment provisions and actual loss experience. Individual component Key judgements include the business prospects for the customer, the realisable value of collateral, the Group’s position relative to other claimants, the reliability of customer information and the likely cost and duration of recovering the loan. Judgements can change with time as new information becomes available or as loan recovery strategies evolve, which may result in revisions to the impairment provision. Collective component Services Trade Transport and storage Utilities Retail lending Other Total Australia New Zealand Collective provisions are established on a portfolio basis taking into account the level of arrears, collateral and security, past loss experience, current economic conditions, expected default and timing of recovery based on portfolio trends. Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Total New Zealand Total other overseas 9 13 24 25 49 9 47 35 27 39 16 - 92 2 0.3 0.4 0.8 0.8 1.6 0.3 1.5 1.1 0.9 1.3 0.5 - 3.0 0.1 15 9 20 6 40 19 74 77 25 37 14 - 94 3 0.5 0.3 0.6 0.2 1.3 0.6 2.4 2.5 0.8 1.2 0.4 - 3.0 0.1 39 21 23 15 120 41 125 215 16 62 14 - 57 4 1.1 0.6 0.6 0.4 3.4 1.1 3.5 6.0 0.4 1.7 0.4 - 1.6 0.1 38 23 20 23 41 11 127 97 20 39 54 - 57 3 1.1 0.7 0.6 0.7 1.2 0.3 3.9 2.9 0.6 1.2 1.6 - 1.7 0.1 47 47 61 24 36 15 200 83 32 70 12 2 60 2 1.4 1.4 1.8 0.7 1.0 0.4 5.7 2.4 0.9 2.0 0.3 0.1 1.7 0.1 387 12.6 433 13.9 752 20.9 553 16.6 691 19.9 - 13 - - 6 - 6 - 1 - - - 7 33 2 - 0.4 - - 0.2 - - 11 - - 4 - - 0.4 - - 0.1 - 0.2 20 0.6 - 0.1 - - - 0.2 1.1 0.1 - 2 1 - - 7 45 2 - 0.1 - - - 0.2 1.4 0.1 - 11 1 - 34 14 31 1 2 1 - - 4 99 18 - 0.3 - - 0.9 0.4 0.9 - 0.1 - - - 0.1 2.7 0.5 - 6 1 - 33 13 42 1 2 1 - - 8 107 9 - 0.2 - - 1.0 0.4 1.3 - 0.1 - - - 0.2 3.2 0.3 - 6 1 - 33 36 38 - 1 2 1 - 10 128 48 - 0.2 - - 0.9 1.0 1.1 - - 0.1 - - 0.3 3.6 1.4 Total individually assessed provisions 422 13.8 480 15.4 869 24.1 669 20.1 867 Total collectively assessed provisions 2,631 86.2 2,639 84.6 2,733 75.9 2,663 79.9 2,614 24.9 75.1 3 Total provisions for impairment charges and credit commitments 3,053 100.0 3,119 100.0 3,602 100.0 3,332 100.0 3,481 100.0 The Group recognises two types of impairment provisions for its loans, being provisions for loans which are: Notes to the financial statements Note 14. Provisions for impairment charges Accounting policy individually assessed for impairment; and collectively assessed for impairment. Note 6 explains how impairment charges are determined. The Group assesses impairment as follows:     individually for loans that exceed specified thresholds. Where there is objective evidence of impairment, individually assessed provisions will be recognised; and collectively for loans below the specified thresholds noted above or if there is no objective evidence of impairment. These loans are included in a group of loans with similar risk characteristics and collectively assessed for impairment. If there is objective evidence that the group of loans is collectively impaired, collectively assessed provisions will be recognised. Key judgements include estimated loss rates and their related emergence periods. The emergence period for each loan type is determined through studies of loss emergence patterns. Loan files are reviewed to identify the average time period between observable loss indicator events and the loss becoming identifiable. Actual credit losses may differ materially from reported loan impairment provisions due to uncertainties including interest rates and their effect on consumer spending, unemployment levels, payment behaviour and bankruptcy rates. $m Individually assessed provisions Opening balance Provisions raised Write-backs Write-offs Interest adjustment Other adjustments Closing balance Opening balance Provisions raised Write-offs Interest adjustment Other adjustments Closing balance Collectively assessed provisions Total provisions for impairment charges on loans and credit commitments Less provisions for credit commitments (refer to Note 28) Total provisions for impairment charges on loans Consolidated Parent Entity 2018 2017 2016 2018 2017 480 371 (150) (269) (11) 1 422 668 (858) 179 3 2,631 3,053 (239) 2,814 869 610 (288) (688) (16) (7) 480 699 (968) 188 (13) 2,639 3,119 (253) 2,866 669 727 (210) (287) (13) (17) 869 744 (902) 193 35 2,733 3,602 (272) 3,330 417 341 (131) (248) (11) 7 375 610 (742) 148 42 2,238 2,613 (206) 2,407 752 581 (218) (681) (16) (1) 417 628 (810) 152 12 2,180 2,597 (224) 2,373 2,639 2,733 2,663 2,180 2,198 178 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 179 Notes to the financial statements Notes to the financial statements Note 14. Provisions for impairment charges (continued) Note 14. Provisions for impairment charges (continued) The following table shows details of loan write-offs by industry classifications for the past five years: The following table shows details of recoveries of loans by industry classifications for the past five years: Consolidated $m Write-offs Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total Australia New Zealand Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total New Zealand Total other overseas Total write-offs Write-offs in relation to: Collectively assessed provisions Individually assessed provisions Total write-offs Consolidated $m Recoveries Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Manufacturing Mining Property Services Trade Transport and storage Utilities Retail lending Other Total Australia Total New Zealand Total other overseas Total recoveries Total write-offs Accounting policy Life insurance assets estimates in Note 23. 2018 2017 2016 2015 2014 2018 2017 2016 2015 2014 1 - 1 1 - 1 7 1 1 2 1 - 139 - 155 24 - 179 3 - 2 1 2 1 3 - 3 1 - 10 118 5 149 19 - 168 15 12 34 - - 1 1 - 3 2 2 1 1 - - - 4 8 3 - 2 1 1 - - 84 2 131 6 - 137 (1,189) (1,052) 78 1 113 18 - 131 (1,238) (1,107) - - 2 8 3 - - - 1 - 2 62 2 92 14 - 106 (1,408) (1,302) (14) (12) (23) (4) (12) (14) (39) (44) (24) (56) (17) (1) (793) (5) (38) (10) (30) (6) (105) (46) (76) (203) (97) (59) (17) - (898) (17) (17) (12) (20) (13) (21) (18) (44) (43) (36) (30) (48) (1) (803) (13) (40) (36) (40) (12) (20) (17) (26) (60) (37) (10) (85) (4) (104) (182) Property services and business services (70) (18) (56) (24) (2) (658) (13) (50) (22) (70) (43) (3) (603) (14) (1,058) (1,602) (1,119) (1,110) (1,209) - - (1) - - - (13) - (1) (1) - - (53) - (69) - - - (1) - - - (2) - - (1) - - (49) - (53) (1) - (1) (1) - - - (10) (2) - (1) - - (51) (1) (67) (3) - (3) - - (1) (28) (18) - (1) (4) - - (55) - (110) (18) (2) (10) (5) (10) (1) (10) (41) - (37) (3) - - (49) - (168) (31) (1,127) (1,656) (1,189) (1,238) (1,408) (858) (269) (968) (688) (902) (287) (793) (445) (702) (706) (1,127) (1,656) (1,189) (1,238) (1,408) Net write-offs and recoveries (1,127) (948) (1,656) (1,488) Note 15. Life insurance assets and life insurance liabilities The Group conducts its life insurance business in Australia primarily through Westpac Life Insurance Services Limited and separate statutory funds registered under the Life Insurance Act 1995 (Life Act) and in New Zealand through Westpac Life-NZ- Limited which are separate statutory funds licensed under the Insurance (Prudential Supervision) Act 2010. Life insurance assets, including investments in funds managed by the Group, are designated at fair value through income statement. Changes in fair value are recognised in non-interest income. The determination of fair value of life insurance assets involves the same judgements as other financial assets, which are described in the critical accounting assumptions and The Life Act places restrictions on life insurance assets, including that they can only be used: to meet the liabilities and expenses of that statutory fund; to acquire investments to further the business of the statutory fund; or as a distribution, when the statutory fund has met its solvency and capital adequacy requirements.    Life insurance liabilities primarily consist of life investment contract liabilities and life insurance contract liabilities. Claims incurred in respect of life investment contracts are withdrawals of customer deposits, and are recognised as a reduction in life Life insurance liabilities insurance liabilities. Life investment contract liabilities Life investment contract liabilities are designated at fair value through income statement. Fair value is the higher of the valuation of life insurance assets linked to the life investment contract, or the minimum current surrender value (the minimum amount the Group would pay to a policyholder if their policy is voluntarily terminated before it matures or the insured event occurs). Changes in fair value are recognised in non-interest income. 180 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 181 Notes to the financial statements Notes to the financial statements Note 14. Provisions for impairment charges (continued) Note 14. Provisions for impairment charges (continued) The following table shows details of loan write-offs by industry classifications for the past five years: The following table shows details of recoveries of loans by industry classifications for the past five years: Consolidated $m Recoveries Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total Australia Total New Zealand Total other overseas Total recoveries Total write-offs Net write-offs and recoveries 2018 2017 2016 2015 2014 1 - 1 1 - 1 7 1 1 2 1 - 139 - 3 - 2 1 2 1 10 3 - 3 1 - 118 5 - - 1 34 1 - 3 2 2 1 1 - 84 2 - - 4 8 3 - 15 2 1 1 - - 78 1 155 24 - 179 (1,127) (948) 149 19 - 168 (1,656) (1,488) 131 6 - 137 (1,189) (1,052) 113 18 - 131 (1,238) (1,107) - - 2 8 3 - 12 - - 1 - 2 62 2 92 14 - 106 (1,408) (1,302) Note 15. Life insurance assets and life insurance liabilities Accounting policy The Group conducts its life insurance business in Australia primarily through Westpac Life Insurance Services Limited and separate statutory funds registered under the Life Insurance Act 1995 (Life Act) and in New Zealand through Westpac Life-NZ- Limited which are separate statutory funds licensed under the Insurance (Prudential Supervision) Act 2010. Life insurance assets Life insurance assets, including investments in funds managed by the Group, are designated at fair value through income statement. Changes in fair value are recognised in non-interest income. The determination of fair value of life insurance assets involves the same judgements as other financial assets, which are described in the critical accounting assumptions and estimates in Note 23. Consolidated $m Write-offs Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Manufacturing Property services and business services Mining Property Services Trade Transport and storage Utilities Retail lending Other Total Australia New Zealand Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Manufacturing Property services and business services Mining Property Services Trade Transport and storage Utilities Retail lending Other Total New Zealand Total other overseas Total write-offs Write-offs in relation to: Collectively assessed provisions Individually assessed provisions Total write-offs 2018 2017 2016 2015 2014 (803) (13) (658) (13) (603) (14) (1,058) (1,602) (1,119) (1,110) (1,209) (14) (12) (23) (4) (12) (14) (39) (44) (24) (56) (17) (1) (793) (5) (1) - - - - - (13) - (1) (1) - - - (69) - (38) (10) (30) (6) (105) (46) (76) (203) (97) (59) (17) - (898) (17) (1) - - - - - - - - - - (1) (53) (1) (17) (12) (20) (13) (21) (18) (44) (43) (36) (30) (48) (1) - (1) (1) - - - (2) - (1) - - (51) (1) (67) (3) (2) (10) (104) (182) (40) (36) (40) (12) (20) (17) (70) (18) (56) (24) (2) - (3) - - (1) (28) (18) - (1) (4) - - - (26) (60) (37) (10) (85) (4) (50) (22) (70) (43) (3) (2) (10) (5) (10) (1) (10) (41) - (37) (3) - - - (53) (49) (55) (49) (110) (18) (168) (31) (1,127) (1,656) (1,189) (1,238) (1,408) (858) (269) (968) (688) (902) (287) (793) (445) (702) (706) (1,127) (1,656) (1,189) (1,238) (1,408) Life insurance liabilities Life insurance liabilities primarily consist of life investment contract liabilities and life insurance contract liabilities. Claims incurred in respect of life investment contracts are withdrawals of customer deposits, and are recognised as a reduction in life insurance liabilities. Life investment contract liabilities Life investment contract liabilities are designated at fair value through income statement. Fair value is the higher of the valuation of life insurance assets linked to the life investment contract, or the minimum current surrender value (the minimum amount the Group would pay to a policyholder if their policy is voluntarily terminated before it matures or the insured event occurs). Changes in fair value are recognised in non-interest income. 180 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 181 The Life Act places restrictions on life insurance assets, including that they can only be used:    as a distribution, when the statutory fund has met its solvency and capital adequacy requirements. to acquire investments to further the business of the statutory fund; or to meet the liabilities and expenses of that statutory fund; 3 Notes to the financial statements Notes to the financial statements Note 15. Life insurance assets and life insurance liabilities (continued) Note 16. Payables due to other financial institutions Life insurance contract liabilities The value of life insurance contract liabilities is calculated using the margin on services methodology (MoS), specified in the Prudential Standard LPS 340 Valuation of Policy Liabilities. MoS accounts for the associated risks and uncertainties of each type of life insurance contract written. At each reporting date, planned profit margins and an estimate of future liabilities are calculated. Profit margins are released to non-interest income over the period that life insurance is provided to policyholders (Note 4). The cost incurred in acquiring specific insurance contracts is deferred provided that these amounts are recoverable out of planned profit margins. The deferred amounts are recognised as a reduction in life insurance policy liabilities and are amortised to non-interest income over the same period as the planned profit margins. External unit holder liabilities of managed investment schemes The life insurance statutory funds include controlling interests in managed investment schemes which are consolidated. When the managed investment scheme is consolidated, the external unit holder liabilities are recognised as a liability and included in life insurance liabilities. They are designated at fair value through income statement. Payables due to other financial institutions are recognised initially at fair value and subsequently at amortised cost using the Where securities are sold subject to an agreement to repurchase at a predetermined price, they remain recognised on the balance sheet in their original category (i.e. ‘Trading securities’ or ‘Available-for-sale’). The cash consideration received is recognised as a liability (‘Security repurchase agreements’). Security repurchase agreements are designated at fair value and recognised as part of ‘Other financial liabilities at fair value through income statement’ (refer to Note 18) where they are managed as part of a trading portfolio; otherwise they are measured on an amortised cost basis and recognised in ‘Payables due to other financial institutions’. Accounting policy effective interest rate method. Security repurchase agreements $m Cash collateral Offshore central bank deposits Interbank borrowing Security repurchase agreements1 Consolidated Parent Entity 2018 2017 2018 2,171 3,397 6,564 6,005 2,429 3,108 6,953 9,417 1,735 3,397 6,545 6,005 2017 2,304 3,108 6,946 9,417 Total payables due to other financial institutions 18,137 21,907 17,682 21,775 Critical accounting assumptions and estimates The key factors that affect the estimation of life insurance liabilities and related assets are:   mortality and morbidity experience, which includes policyholder benefits enhancements;  the cost of providing benefits and administering contracts; discontinuance rates, which affects the Group’s ability to recover the cost of acquiring new business over the life of the contracts; and  the discount rate of projected future cash flows. Regulation, competition, interest rates, taxes, securities market conditions and general economic conditions also affect the estimation of life insurance liabilities. Life insurance assets Consolidated $m Investments held directly and in unit trusts Equities Debt securities Unit trusts Loans and other assets Total life insurance assets 2018 20171 1,223 1,622 6,545 60 9,450 2,515 2,025 6,093 10 10,643 There were no life insurance assets in the Parent Entity as at 30 September 2018 (2017: nil). Life insurance liabilities Consolidated Reconciliation of movements in policy liabilities $m Opening balance Movements in policy liabilities reflected in the income statement Contract contributions recognised in policy liabilities Contract withdrawals recognised in policy liabilities Contract fees, expenses and tax recoveries Change in external unit holders of managed investment schemes Closing balance Life Investment Contracts Life Insurance Contracts Total 2018 2017 2018 2017 2018 2017 9,854 13,234 (835) (873) 9,019 12,361 704 738 544 790 (1,115) (1,214) (104) (1,639) 8,438 (100) (3,400) 9,854 (6) - - - 38 - - - - (841) - (835) 698 738 582 790 (1,115) (1,214) (104) (1,639) 7,597 (100) (3,400) 9,019 There were no life insurance liabilities in the Parent Entity as at 30 September 2018 (2017: nil). 1 Comparatives have been restated for consistency. 1 The carrying value of securities pledged under repurchase agreements for the Group and the Parent Entity is $8,884 million (2017: $15,192 million). 182 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 183 Notes to the financial statements Notes to the financial statements Note 15. Life insurance assets and life insurance liabilities (continued) Note 16. Payables due to other financial institutions Life insurance contract liabilities The value of life insurance contract liabilities is calculated using the margin on services methodology (MoS), specified in the Prudential Standard LPS 340 Valuation of Policy Liabilities. Accounting policy Payables due to other financial institutions are recognised initially at fair value and subsequently at amortised cost using the effective interest rate method. Security repurchase agreements Where securities are sold subject to an agreement to repurchase at a predetermined price, they remain recognised on the balance sheet in their original category (i.e. ‘Trading securities’ or ‘Available-for-sale’). The cash consideration received is recognised as a liability (‘Security repurchase agreements’). Security repurchase agreements are designated at fair value and recognised as part of ‘Other financial liabilities at fair value through income statement’ (refer to Note 18) where they are managed as part of a trading portfolio; otherwise they are measured on an amortised cost basis and recognised in ‘Payables due to other financial institutions’. $m Cash collateral Offshore central bank deposits Interbank borrowing Security repurchase agreements1 Total payables due to other financial institutions Consolidated 2018 2017 Parent Entity 2018 2017 2,171 3,397 6,564 6,005 18,137 2,429 3,108 6,953 9,417 21,907 1,735 3,397 6,545 6,005 17,682 2,304 3,108 6,946 9,417 21,775 MoS accounts for the associated risks and uncertainties of each type of life insurance contract written. At each reporting date, planned profit margins and an estimate of future liabilities are calculated. Profit margins are released to non-interest income over the period that life insurance is provided to policyholders (Note 4). The cost incurred in acquiring specific insurance contracts is deferred provided that these amounts are recoverable out of planned profit margins. The deferred amounts are recognised as a reduction in life insurance policy liabilities and are amortised to non-interest income over the same period as the planned profit margins. External unit holder liabilities of managed investment schemes The life insurance statutory funds include controlling interests in managed investment schemes which are consolidated. When the managed investment scheme is consolidated, the external unit holder liabilities are recognised as a liability and included in life insurance liabilities. They are designated at fair value through income statement. Critical accounting assumptions and estimates The key factors that affect the estimation of life insurance liabilities and related assets are: the cost of providing benefits and administering contracts;  mortality and morbidity experience, which includes policyholder benefits enhancements; discontinuance rates, which affects the Group’s ability to recover the cost of acquiring new business over the life of the contracts; and the discount rate of projected future cash flows. Regulation, competition, interest rates, taxes, securities market conditions and general economic conditions also affect the    estimation of life insurance liabilities. Life insurance assets Investments held directly and in unit trusts Consolidated $m Equities Debt securities Unit trusts Loans and other assets Total life insurance assets Life insurance liabilities Consolidated $m Opening balance Contract contributions recognised in policy liabilities Contract withdrawals recognised in policy liabilities Contract fees, expenses and tax recoveries There were no life insurance assets in the Parent Entity as at 30 September 2018 (2017: nil). Reconciliation of movements in policy liabilities Contracts Contracts Total Life Investment Life Insurance Movements in policy liabilities reflected in the income statement (6) 38 2018 2017 2018 2017 2018 2017 9,854 13,234 (835) (873) 9,019 12,361 704 738 544 790 (1,115) (1,214) (104) (100) - - - - 698 738 582 790 (1,115) (1,214) (104) (100) (1,639) (3,400) - - - - Change in external unit holders of managed investment schemes (1,639) (3,400) Closing balance 8,438 9,854 (841) (835) 7,597 9,019 There were no life insurance liabilities in the Parent Entity as at 30 September 2018 (2017: nil). 2018 20171 1,223 1,622 6,545 60 2,515 2,025 6,093 10 9,450 10,643 3 1 Comparatives have been restated for consistency. 1 The carrying value of securities pledged under repurchase agreements for the Group and the Parent Entity is $8,884 million (2017: $15,192 million). 182 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 183 Notes to the financial statements Note 17. Deposits and other borrowings Accounting policy Deposits and other borrowings are initially recognised at fair value and subsequently either measured at amortised cost using the effective interest rate method or at fair value. Deposits and other borrowings are designated at fair value if they are managed on a fair value basis, reduce or eliminate an accounting mismatch or contain an embedded derivative. Where they are measured at fair value, any changes in fair value (except those due to changes in credit risk) are recognised as non-interest income. The change in the fair value that is due to changes in credit risk is recognised in other comprehensive income except where it would create an accounting mismatch, in which case it is also recognised in the income statement. Interest expense incurred is recognised in net interest income using the effective interest rate method. $m Australia Certificates of deposit Non-interest bearing, repayable at call Other interest bearing at call1 Other interest bearing term1 Total Australia New Zealand Certificates of deposit Non-interest bearing, repayable at call Other interest bearing at call Other interest bearing term Total New Zealand Other overseas Certificates of deposit Non-interest bearing, repayable at call Other interest bearing at call Other interest bearing term Total other overseas Total deposits and other borrowings Deposits and other borrowings at fair value2 Deposits and other borrowings at amortised cost Total deposits and other borrowings Consolidated 2018 2017 Parent Entity 2018 2017 28,746 37,515 28,746 37,515 41,783 40,324 41,783 40,324 233,052 224,268 233,052 223,686 171,832 156,249 171,832 156,249 475,413 458,356 475,413 457,774 1,116 5,406 546 4,853 21,368 21,273 29,897 27,620 57,787 54,292 - - - 3 3 - - - - - 11,672 8,860 11,672 830 1,638 11,945 810 1,505 9,768 352 1,249 11,779 8,860 322 1,150 9,587 26,085 20,943 25,052 19,919 559,285 533,591 500,468 477,693 41,178 46,569 40,062 46,023 518,107 559,285 487,022 533,591 460,406 500,468 431,670 477,693 Australia Non-interest bearing Certificates of deposit Other interest bearing at call1 Other interest bearing term1 Total Australia Overseas Non-interest bearing Certificates of deposit Other interest bearing at call Other interest bearing term Total overseas out below: Consolidated 2018 Note 17. Deposits and other borrowings (continued) The following table shows average balances and average rates in each of the past three years for major categories of deposits: Consolidated 2018 2017 2016 Notes to the financial statements Average Balance $m Average Rate % Average Balance $m Average Rate % Average Balance $m Average Rate % 41,156 31,424 228,328 162,254 463,162 6,021 13,008 23,017 41,942 83,988 2.0% 1.2% 2.5% 1.9% 1.2% 2.8% 39,355 33,350 222,122 154,114 448,941 5,527 13,151 24,163 37,813 80,654 2.0% 1.1% 2.7% 1.4% 1.3% 2.7% 35,732 31,165 208,333 136,617 411,847 5,051 16,938 24,686 35,963 82,638 2.4% 1.5% 2.9% 0.9% 1.9% 2.7% Certificates of deposit and term deposits All certificates of deposit issued by foreign offices were greater than US$100,000. The maturity profile of certificates of deposit and term deposits greater than US$100,000 issued by Australian operations is set Less Than Between 3 and Between 6 Months and $m Certificates of deposit greater than US$100,000 Term deposits greater than US$100,000 3 Months 6 Months 1 Year Over 1 Year Total 14,181 84,292 13,176 30,627 1,285 27,139 104 8,848 28,746 150,906 Note 18. Other financial liabilities at fair value through income statement Accounting policy Other financial liabilities at fair value through income statement include trading securities sold short and security repurchase agreements which have been designated at fair value at initial recognition. The accounting policy for security repurchase agreements is consistent with that detailed in Note 16. Securities sold short reflect the obligation to deliver securities to a buyer for the sale of securities Westpac does not own at the time of sale but that are promised to be delivered to the buyer. Securities delivered to the buyer are usually borrowed and/or subsequently purchased. Subsequent to initial recognition, these liabilities are measured at fair value with changes in fair value (except credit risk) recognised through the income statement as they arise. The change in fair value that is attributable to credit risk is recognised in other comprehensive income except where it would create an accounting mismatch, in which case it is also recognised through the income statement. Interest expense is recognised in net interest income using the effective interest rate method. $m Security repurchase agreements2 Securities sold short Total other financial liabilities at fair value through income statement Consolidated Parent Entity 2018 2017 2018 3,517 780 4,297 3,543 513 4,056 3,517 780 4,297 2017 3,525 513 4,038 At maturity, the Group is contractually required to pay $4,298 million (2017: $4,056 million), and the Parent Entity $4,298 million (2017: $4,038 million) to holders of these financial liabilities. 1 Comparatives have been revised for consistency. 2 The contractual outstanding amount payable at maturity for the Group is $41,330 million (2017: $46,713 million) and for the Parent Entity is $40,214 million (2017: $46,168 million). 1 Comparatives have been revised for consistency. is $3,608 million (2017: $3,536 million). 2 The carrying value of securities pledged under repurchase agreements for the Group is $3,608 million (2017: $3,554 million) and for the Parent Entity 184 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 185 Notes to the financial statements Note 17. Deposits and other borrowings Accounting policy Deposits and other borrowings are initially recognised at fair value and subsequently either measured at amortised cost using the effective interest rate method or at fair value. Deposits and other borrowings are designated at fair value if they are managed on a fair value basis, reduce or eliminate an accounting mismatch or contain an embedded derivative. Where they are measured at fair value, any changes in fair value (except those due to changes in credit risk) are recognised as non-interest income. The change in the fair value that is due to changes in credit risk is recognised in other comprehensive income except where it would create an accounting mismatch, in which case it is also recognised in the income statement. Interest expense incurred is recognised in net interest income using the effective interest rate method. $m Australia Certificates of deposit Non-interest bearing, repayable at call Other interest bearing at call1 Other interest bearing term1 Total Australia New Zealand Certificates of deposit Non-interest bearing, repayable at call Other interest bearing at call Other interest bearing term Total New Zealand Other overseas Certificates of deposit Non-interest bearing, repayable at call Other interest bearing at call Other interest bearing term Total other overseas Total deposits and other borrowings Deposits and other borrowings at fair value2 Deposits and other borrowings at amortised cost Total deposits and other borrowings Consolidated Parent Entity 2018 2017 2018 2017 28,746 37,515 28,746 37,515 41,783 40,324 41,783 40,324 233,052 224,268 233,052 223,686 171,832 156,249 171,832 156,249 475,413 458,356 475,413 457,774 1,116 5,406 546 4,853 21,368 21,273 29,897 27,620 57,787 54,292 - - - 3 3 - - - - - 11,672 8,860 11,672 830 1,638 11,945 810 1,505 9,768 352 1,249 11,779 8,860 322 1,150 9,587 26,085 20,943 25,052 19,919 559,285 533,591 500,468 477,693 41,178 46,569 40,062 46,023 518,107 487,022 460,406 431,670 559,285 533,591 500,468 477,693 Note 17. Deposits and other borrowings (continued) The following table shows average balances and average rates in each of the past three years for major categories of deposits: Consolidated 2018 2017 2016 Notes to the financial statements Australia Non-interest bearing Certificates of deposit Other interest bearing at call1 Other interest bearing term1 Total Australia Overseas Non-interest bearing Certificates of deposit Other interest bearing at call Other interest bearing term Total overseas Average Balance $m Average Rate % Average Balance $m Average Rate % Average Balance $m Average Rate % 41,156 31,424 228,328 162,254 463,162 6,021 13,008 23,017 41,942 83,988 2.0% 1.2% 2.5% 1.9% 1.2% 2.8% 39,355 33,350 222,122 154,114 448,941 5,527 13,151 24,163 37,813 80,654 2.0% 1.1% 2.7% 1.4% 1.3% 2.7% 35,732 31,165 208,333 136,617 411,847 5,051 16,938 24,686 35,963 82,638 2.4% 1.5% 2.9% 0.9% 1.9% 2.7% Certificates of deposit and term deposits All certificates of deposit issued by foreign offices were greater than US$100,000. The maturity profile of certificates of deposit and term deposits greater than US$100,000 issued by Australian operations is set out below: Consolidated 2018 $m Certificates of deposit greater than US$100,000 Term deposits greater than US$100,000 Less Than 3 Months 14,181 84,292 Between 3 and 6 Months 13,176 30,627 Between 6 Months and 1 Year Over 1 Year 104 1,285 8,848 27,139 Total 28,746 150,906 Note 18. Other financial liabilities at fair value through income statement Accounting policy Other financial liabilities at fair value through income statement include trading securities sold short and security repurchase agreements which have been designated at fair value at initial recognition. The accounting policy for security repurchase agreements is consistent with that detailed in Note 16. Securities sold short reflect the obligation to deliver securities to a buyer for the sale of securities Westpac does not own at the time of sale but that are promised to be delivered to the buyer. Securities delivered to the buyer are usually borrowed and/or subsequently purchased. Subsequent to initial recognition, these liabilities are measured at fair value with changes in fair value (except credit risk) recognised through the income statement as they arise. The change in fair value that is attributable to credit risk is recognised in other comprehensive income except where it would create an accounting mismatch, in which case it is also recognised through the income statement. 3 Interest expense is recognised in net interest income using the effective interest rate method. 2 The contractual outstanding amount payable at maturity for the Group is $41,330 million (2017: $46,713 million) and for the Parent Entity is $40,214 1 Comparatives have been revised for consistency. million (2017: $46,168 million). 1 Comparatives have been revised for consistency. 2 The carrying value of securities pledged under repurchase agreements for the Group is $3,608 million (2017: $3,554 million) and for the Parent Entity is $3,608 million (2017: $3,536 million). 184 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 185 At maturity, the Group is contractually required to pay $4,298 million (2017: $4,056 million), and the Parent Entity $4,298 million (2017: $4,038 million) to holders of these financial liabilities. $m Security repurchase agreements2 Securities sold short Total other financial liabilities at fair value through income statement Consolidated 2018 2017 3,517 780 4,297 3,543 513 4,056 Parent Entity 2018 3,517 780 4,297 2017 3,525 513 4,038 Notes to the financial statements Note 19. Debt issues Accounting policy Debt issues are bonds, notes, commercial paper and debentures that have been issued by entities in the Group. Debt issues also include acceptances which are bills of exchange initially accepted and discounted by the Group that have been subsequently rediscounted into the market. Bill financing provided to customers by accepting and discounting of bills of exchange is reported as part of loans. Debt issues are initially measured at fair value and subsequently either measured at amortised cost using the effective interest rate method or at fair value. Debt issues are designated at fair value if they reduce or eliminate an accounting mismatch or contain an embedded derivative. They are measured at fair value with changes in fair value (except those due to changes in credit risk) recognised as non- interest income. The change in the fair value that is due to credit risk is recognised in other comprehensive income except where it would create an accounting mismatch, in which case it is also recognised in the income statement. Interest expense incurred is recognised within net interest income using the effective interest rate method. In the table below, the distinction between short-term (12 months or less) and long-term (greater than 12 months) debt is based on the original maturity of the underlying security. $m Short-term debt: Own issuances1 Customer conduits2 Acceptances Total short-term debt1 Long-term debt: Covered bonds Senior1 Securitisation Structured notes Total long-term debt1 Total debt issues Debt issues at fair value3 Debt issues at amortised cost Total debt issues Movement Reconciliation ($m) Balance as at 1 October 2017 Issuances Maturities, repayments, buy backs and reductions Other cash movements Total cash movements Foreign exchange translation impact Fair value adjustments Fair value hedge accounting adjustments Other (amortisation of bond issue costs, etc.) Total non-cash movements Balance as at 30 September 2018 Consolidated 2018 2017 Parent Entity 2018 2017 26,266 31,514 26,266 30,002 - - 392 6 - - - 6 26,266 31,912 26,266 30,008 35,434 34,516 30,268 29,698 103,159 93,476 95,754 84,410 7,588 8,209 149 243 - - - - 146,330 136,444 126,022 114,108 172,596 168,356 152,288 144,116 3,355 4,673 3,223 2,940 169,241 172,596 163,683 168,356 149,065 152,288 141,176 144,116 168,356 59,456 (64,698) - (5,242) 11,022 (244) (1,313) 17 9,482 144,116 57,440 (58,005) - (565) 10,252 (240) (1,288) 13 8,737 172,596 152,288 Note 19. Debt issues (continued) Consolidated $m Short-term debt Own issuances: US commercial paper Senior debt1: AUD GBP Other Total own issuances1 Asset backed commercial paper (by currency): Total assets backed commercial paper Acceptances Total short-term debt Long-term debt (by currency)1: AUD AUD CHF EUR GBP JPY NZD USD Other Total long-term debt1 Consolidated $m Short-term borrowings US commercial paper Maximum amount outstanding at any month end Approximate average amount outstanding Approximate weighted average interest rate on: Average amount outstanding Outstanding as at end of the year Notes to the financial statements 2018 2017 18,675 26,167 550 6,604 437 1,900 2,916 531 26,266 31,514 - - - 392 392 6 26,266 31,912 37,571 2,953 31,734 5,290 3,226 2,294 60,336 2,926 35,780 1,903 25,049 4,922 2,137 3,416 60,971 2,266 146,330 136,444 2018 2017 2016 28,331 23,315 27,456 23,025 36,478 26,351 2.0% 2.5% 1.3% 1.2% 0.7% 0.9% The Group manages foreign exchange exposure from debt issuances as part of its hedging activities. Further details of the Group’s hedge accounting are in Note 21. 1 Comparatives have been revised for consistency. 2 Further information on customer conduits is disclosed in Note 25. 3 The contractual outstanding amount payable at maturity for the Group is $3,475 million (2017: $4,604 million) and for the Parent Entity is $3,344 million (2017: $2,875 million). The cumulative change in the fair value of debt issues which is attributable to changes in Westpac's own credit risk is a decrease of $45 million (2017: $2 million decrease) for the Group and Parent Entity. 1 Comparatives have been revised for consistency. 186 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 187 The change in the fair value that is due to credit risk is recognised in other comprehensive income except where it would create AUD Note 19. Debt issues (continued) Consolidated $m Short-term debt Own issuances: US commercial paper Senior debt1: AUD GBP Other Total own issuances1 Asset backed commercial paper (by currency): Total assets backed commercial paper Acceptances Total short-term debt Long-term debt (by currency)1: AUD CHF EUR GBP JPY NZD USD Other Total long-term debt1 Consolidated $m Short-term borrowings US commercial paper Maximum amount outstanding at any month end Approximate average amount outstanding Approximate weighted average interest rate on: Average amount outstanding Outstanding as at end of the year Notes to the financial statements 2018 2017 18,675 26,167 550 6,604 437 1,900 2,916 531 26,266 31,514 - - - 26,266 37,571 2,953 31,734 5,290 3,226 2,294 392 392 6 31,912 35,780 1,903 25,049 4,922 2,137 3,416 60,336 60,971 2,926 146,330 2,266 136,444 2018 2017 2016 28,331 23,315 27,456 23,025 36,478 26,351 2.0% 2.5% 1.3% 1.2% 0.7% 0.9% The Group manages foreign exchange exposure from debt issuances as part of its hedging activities. Further details of the Group’s hedge accounting are in Note 21. 3 Notes to the financial statements Note 19. Debt issues Accounting policy Debt issues are bonds, notes, commercial paper and debentures that have been issued by entities in the Group. Debt issues also include acceptances which are bills of exchange initially accepted and discounted by the Group that have been subsequently rediscounted into the market. Bill financing provided to customers by accepting and discounting of bills of exchange is reported as part of loans. rate method or at fair value. Debt issues are initially measured at fair value and subsequently either measured at amortised cost using the effective interest Debt issues are designated at fair value if they reduce or eliminate an accounting mismatch or contain an embedded derivative. They are measured at fair value with changes in fair value (except those due to changes in credit risk) recognised as non- interest income. an accounting mismatch, in which case it is also recognised in the income statement. Interest expense incurred is recognised within net interest income using the effective interest rate method. In the table below, the distinction between short-term (12 months or less) and long-term (greater than 12 months) debt is based on the original maturity of the underlying security. $m Short-term debt: Own issuances1 Customer conduits2 Acceptances Total short-term debt1 Long-term debt: Covered bonds Senior1 Securitisation Structured notes Total long-term debt1 Total debt issues Debt issues at fair value3 Debt issues at amortised cost Total debt issues Movement Reconciliation ($m) Balance as at 1 October 2017 Issuances Maturities, repayments, buy backs and reductions Other cash movements Total cash movements Foreign exchange translation impact Fair value adjustments Fair value hedge accounting adjustments Other (amortisation of bond issue costs, etc.) Total non-cash movements Balance as at 30 September 2018 Consolidated Parent Entity 2018 2017 2018 2017 26,266 31,514 26,266 30,002 - - 392 6 26,266 31,912 26,266 30,008 35,434 34,516 30,268 29,698 103,159 93,476 95,754 84,410 7,588 8,209 149 243 146,330 136,444 126,022 114,108 172,596 168,356 152,288 144,116 3,355 4,673 3,223 2,940 169,241 163,683 149,065 141,176 172,596 168,356 152,288 144,116 - 6 - - - - - - 168,356 59,456 (64,698) - (5,242) 11,022 (244) (1,313) 17 9,482 144,116 57,440 (58,005) - (565) 10,252 (240) (1,288) 13 8,737 172,596 152,288 1 Comparatives have been revised for consistency. 2 Further information on customer conduits is disclosed in Note 25. 3 The contractual outstanding amount payable at maturity for the Group is $3,475 million (2017: $4,604 million) and for the Parent Entity is $3,344 million (2017: $2,875 million). The cumulative change in the fair value of debt issues which is attributable to changes in Westpac's own credit risk is a decrease of $45 million (2017: $2 million decrease) for the Group and Parent Entity. 1 Comparatives have been revised for consistency. 186 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 187 Notes to the financial statements Note 20. Loan Capital Accounting policy Loan capital are instruments issued by the Group which qualify for inclusion as regulatory capital under Australian Prudential Regulation Authority (APRA) Prudential Standards. Loan capital is initially measured at fair value and subsequently measured at amortised cost using the effective interest rate method. Interest expense incurred is recognised in net interest income. R $m Additional Tier 1 (AT1) loan capital Convertible preference shares Westpac capital notes USD AT1 securities Total AT1 loan capital Tier 2 loan capital Subordinated notes Subordinated perpetual notes Total Tier 2 loan capital Total loan capital Movement Reconciliation ($m) Balance as at 1 October 2017 Issuances Maturities, repayments, buy backs and reductions Total cash movements Foreign exchange translation impact Fair value hedge accounting adjustments Conversion of Convertible Preference Shares to ordinary shares1 Other (amortisation of bond issue costs, etc.) Total non-cash movements Balance as at 30 September 2018 Consolidated 2018 2017 Parent Entity 2018 2017 $m - 7,370 1,585 8,955 7,822 488 8,310 1,188 5,684 1,556 8,428 8,789 449 9,238 - 7,370 1,585 8,955 7,822 488 8,310 17,265 17,666 17,265 1,188 5,684 1,556 8,428 8,789 449 9,238 17,666 17,666 2,342 (2,387) (45) 449 (257) (566) 18 (356) 17,666 2,342 (2,387) (45) 449 (257) (566) 18 (356) 17,265 17,265 1 Refer to AT1 loan capital discussion in the next page and Note 41. 188 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 189 Notes to the financial statements Note 20. Loan capital (continued) Additional Tier 1 loan capital Consolidated and Parent Entity A summary of the key terms and common features of AT1 instruments are provided below1. Dividend/distribution/ Potential scheduled Optional interest rate conversion date2 redemption date3 2018 2017 Westpac convertible preference shares (CPS) $1,189 million CPS (180 day bank bill rate + 3.25% p.a.) 31 March 2020 31 March 20184 - 1,188 x (1 - Australian corporate tax rate) Total convertible preference shares Westpac capital notes (WCN) $1,384 million WCN (90 day bank bill rate + 3.20% p.a.) 8 March 2021 8 March 2019 1,382 1,379 $1,311 million WCN2 (90 day bank bill rate + 3.05% p.a.) 23 September 2024 23 September 2022 1,305 $1,324 million WCN3 (90 day bank bill rate + 4.00% p.a.) 22 March 2023 22 March 2021 1,316 $1,702 million WCN4 (90 day bank bill rate + 4.90% p.a.) 20 December 2023 20 December 2021 1,691 $1,690 million WCN5 (90 day bank bill rate + 3.20% p.a.) 22 September 2027 22 September 2025 1,676 Total Westpac capital notes USD AT1 securities US$1,250 million securities n/a 21 September 20276 1,585 1,556 x (1 - Australian corporate tax rate) x (1 - Australian corporate tax rate) x (1 - Australian corporate tax rate) x (1 - Australian corporate tax rate) x (1 - Australian corporate tax rate) 5.000% p.a. until but excluding 21 September 2027 (first reset date). If not redeemed, converted or written-off earlier, from, and including, each reset date5 to, but excluding, the next succeeding reset date, at a fixed rate p.a. equal to the prevailing 5-year USD mid- market swap rate plus 2.888% p.a. - 1,188 1,304 1,313 1,688 - 7,370 5,684 1,585 1,556 Total USD AT1 securities Common features of AT1 instruments Payment conditions Quarterly distributions on the Westpac capital notes and semi-annual interest payments on the USD AT1 securities are discretionary and will only be paid if the payment conditions are satisfied, including that the payment will not result in a breach of Westpac’s capital requirements under APRA’s prudential standards; not result in Westpac becoming, or being likely to become, insolvent; or if APRA does not object to the payment. Broadly, if for any reason a distribution or interest payment has not been paid in full on the relevant payment date, Westpac must not determine or pay any dividends on Westpac ordinary shares or undertake a discretionary buy back or capital reduction of Westpac ordinary shares, unless the unpaid payment is paid in full within 20 business days of the relevant payment date or in certain other circumstances. 1 A$ unless otherwise noted. satisfied. 2 Conversion is subject to the satisfaction of the scheduled conversion conditions. If the conversion conditions are not satisfied on the relevant scheduled conversion date, conversion will not occur until the next distribution payment date on which the scheduled conversion conditions are 3 Westpac may elect to redeem the relevant AT1 instrument, subject to APRA’s prior written approval. 4 On 13 March 2018, $623 million of CPS were transferred to the Westpac CPS nominated party for $100 each pursuant to the Westpac Capital Notes 5 reinvestment offer. Those CPS were subsequently bought back and cancelled by Westpac. On 3 April 2018, the remaining $566 million of CPS were transferred to the Westpac CPS nominated party for $100 each. Following the transfer, those remaining CPS were converted into 19,189,765 ordinary shares. 5 21 September 2027 and every fifth anniversary thereafter is a reset date. 6 Westpac may elect to redeem on 21 September 2027 and every fifth anniversary thereafter. Notes to the financial statements Notes to the financial statements Loan capital are instruments issued by the Group which qualify for inclusion as regulatory capital under Australian Prudential Regulation Authority (APRA) Prudential Standards. Loan capital is initially measured at fair value and subsequently measured at amortised cost using the effective interest rate method. Interest expense incurred is recognised in net interest income. Note 20. Loan capital (continued) Additional Tier 1 loan capital A summary of the key terms and common features of AT1 instruments are provided below1. Consolidated and Parent Entity Consolidated Parent Entity 2018 2017 2018 2017 $m Dividend/distribution/ interest rate Potential scheduled conversion date2 Optional redemption date3 2018 2017 Westpac convertible preference shares (CPS) $1,189 million CPS (180 day bank bill rate + 3.25% p.a.) 31 March 2020 31 March 20184 - 1,188 x (1 - Australian corporate tax rate) Total convertible preference shares Westpac capital notes (WCN) $1,384 million WCN (90 day bank bill rate + 3.20% p.a.) 8 March 2021 8 March 2019 1,382 1,379 x (1 - Australian corporate tax rate) - 1,188 17,265 17,666 17,265 $1,324 million WCN3 (90 day bank bill rate + 4.00% p.a.) 22 March 2023 22 March 2021 1,316 $1,311 million WCN2 (90 day bank bill rate + 3.05% p.a.) 23 September 2024 23 September 2022 1,305 x (1 - Australian corporate tax rate) $1,702 million WCN4 (90 day bank bill rate + 4.90% p.a.) 20 December 2023 20 December 2021 1,691 x (1 - Australian corporate tax rate) $1,690 million WCN5 (90 day bank bill rate + 3.20% p.a.) 22 September 2027 22 September 2025 1,676 x (1 - Australian corporate tax rate) 1,304 1,313 1,688 - Total Westpac capital notes USD AT1 securities US$1,250 million securities x (1 - Australian corporate tax rate) 5.000% p.a. until but excluding 21 September 2027 (first reset date). If not redeemed, converted or written-off earlier, from, and including, each reset date5 to, but excluding, the next succeeding reset date, at a fixed rate p.a. equal to the prevailing 5-year USD mid- market swap rate plus 2.888% p.a. 7,370 5,684 n/a 21 September 20276 1,585 1,556 Total USD AT1 securities Common features of AT1 instruments 1,585 1,556 Payment conditions Quarterly distributions on the Westpac capital notes and semi-annual interest payments on the USD AT1 securities are discretionary and will only be paid if the payment conditions are satisfied, including that the payment will not result in a breach of Westpac’s capital requirements under APRA’s prudential standards; not result in Westpac becoming, or being likely to become, insolvent; or if APRA does not object to the payment. Broadly, if for any reason a distribution or interest payment has not been paid in full on the relevant payment date, Westpac must not determine or pay any dividends on Westpac ordinary shares or undertake a discretionary buy back or capital reduction of Westpac ordinary shares, unless the unpaid payment is paid in full within 20 business days of the relevant payment date or in certain other circumstances. 3 1 A$ unless otherwise noted. 2 Conversion is subject to the satisfaction of the scheduled conversion conditions. If the conversion conditions are not satisfied on the relevant scheduled conversion date, conversion will not occur until the next distribution payment date on which the scheduled conversion conditions are satisfied. 3 Westpac may elect to redeem the relevant AT1 instrument, subject to APRA’s prior written approval. 4 On 13 March 2018, $623 million of CPS were transferred to the Westpac CPS nominated party for $100 each pursuant to the Westpac Capital Notes 5 reinvestment offer. Those CPS were subsequently bought back and cancelled by Westpac. On 3 April 2018, the remaining $566 million of CPS were transferred to the Westpac CPS nominated party for $100 each. Following the transfer, those remaining CPS were converted into 19,189,765 ordinary shares. 5 21 September 2027 and every fifth anniversary thereafter is a reset date. 6 Westpac may elect to redeem on 21 September 2027 and every fifth anniversary thereafter. Note 20. Loan Capital Accounting policy R $m Additional Tier 1 (AT1) loan capital Convertible preference shares Westpac capital notes USD AT1 securities Total AT1 loan capital Tier 2 loan capital Subordinated notes Subordinated perpetual notes Total Tier 2 loan capital Total loan capital Movement Reconciliation ($m) Balance as at 1 October 2017 Issuances Maturities, repayments, buy backs and reductions Total cash movements Foreign exchange translation impact Fair value hedge accounting adjustments Conversion of Convertible Preference Shares to ordinary shares1 Other (amortisation of bond issue costs, etc.) Total non-cash movements Balance as at 30 September 2018 - 7,370 1,585 8,955 7,822 488 8,310 1,188 5,684 1,556 8,428 8,789 449 9,238 - 7,370 1,585 8,955 7,822 488 8,310 1,188 5,684 1,556 8,428 8,789 449 9,238 17,666 17,666 2,342 (2,387) (45) 449 (257) (566) 18 (356) 17,666 2,342 (2,387) (45) 449 (257) (566) 18 (356) 17,265 17,265 1 Refer to AT1 loan capital discussion in the next page and Note 41. 188 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 189 Notes to the financial statements Note 20. Loan capital (continued) The AT1 instruments convert into Westpac ordinary shares in the following circumstances: Scheduled Conversion On the scheduled conversion date, provided certain conversion conditions are satisfied, it is expected that the relevant AT1 instrument1 will be converted and holders will receive a variable number of Westpac ordinary shares calculated using the formula described in the terms of the relevant AT1 instrument, subject to a maximum conversion number. The conversion number of Westpac ordinary shares will be calculated using the face value of the relevant AT1 instrument and the Westpac ordinary share price determined over the 20 business day period prior to the scheduled conversion date, including a 1% discount. Capital Trigger Event or Non-Viability Trigger Event Westpac will be required to convert some or all AT1 instruments into a variable number of Westpac ordinary shares upon the occurrence of a capital trigger event or non-viability trigger event. No conversion conditions apply in these circumstances. A capital trigger event occurs when Westpac determines, or APRA notifies Westpac in writing that it believes, Westpac’s Common Equity Tier 1 Capital ratio is equal to or less than 5.125% (on a level 1 or level 2 basis2). A non-viability trigger event will occur when APRA notifies Westpac in writing that it believes conversion of all or some AT1 instruments (or conversion, write-off or write-down of relevant capital instruments of the Westpac Group), or public sector injection of capital (or equivalent support), in each case is necessary because without it, Westpac would become non-viable. For each AT1 instrument converted, holders will receive a variable number of Westpac ordinary shares calculated using the formula described in the terms of the relevant AT1 instrument, subject to a maximum conversion number. The conversion number of Westpac ordinary shares is calculated using the face value or outstanding principal amount of the relevant AT1 instrument and the Westpac ordinary share price determined over the 5 business day period prior to the capital trigger event date or non-viability trigger event date and includes a 1% discount. For each AT1 instrument, the maximum conversion number is set using a Westpac ordinary share price which is broadly equivalent to 20% of the Westpac ordinary share price at the time of issue. Following the occurrence of a capital trigger event or non-viability trigger event, if conversion of an AT1 instrument does not occur within five business days, holders’ rights in relation to the relevant AT1 instrument will be immediately and irrevocably terminated. Early conversion Westpac is able to elect to convert3, or may be required to convert, AT1 instruments early in certain circumstances. The terms of conversion and the conversion conditions are broadly similar to scheduled conversion. Early redemption Westpac is able to elect to redeem the relevant AT1 instrument on the optional redemption date or for certain taxation or regulatory reasons, subject to APRA’s prior written approval. Notes to the financial statements Note 20. Loan capital (continued) Tier 2 loan capital Consolidated and Parent Entity $m Basel III transitional subordinated notes US$350 million subordinated notes Fixed 4.625% p.a. A summary of the key terms and common features of Westpac’s Tier 2 instruments are provided below1. Interest rate2 Maturity date redemption date3 2018 2017 Optional US$800 million subordinated notes 3.625% p.a. until but excluding 28 February 2018. Thereafter, if not 28 February 2023 28 February 2018 redeemed, fixed rate equal to 5-year US Treasury rate + 2.90% p.a. 1 June 2018 n/a - - 454 1,018 Basel III fully compliant subordinated notes A$925 million subordinated notes 90 day bank bill rate + 2.30% p.a. A$1,000 million subordinated notes 90 day bank bill rate + 2.05% p.a. CNY1,250 million subordinated notes 4.85% p.a. until but excluding 9 February 2020. Thereafter, if not 9 February 2025 9 February 2020 22 August 2023 22 August 2018 14 March 2024 14 March 2019 ⁴ ⁴ A$350 million subordinated notes 4.50% p.a. until but excluding 11 March 2022. Thereafter, if not redeemed, 11 March 2027 11 March 2022 347 S$325 million subordinated notes 4.00% p.a. until but excluding 12 August 2022. Thereafter, if not redeemed, 12 August 2027 12 August 2022 330 redeemed, a fixed rate per annum equal to the one-year CNH HIBOR reference rate plus 0.8345% p.a. a fixed rate per annum equal to the five-year AUD semi-quarterly mid-swap reference rate plus 1.95% p.a., the sum of which will be annualised. a fixed rate per annum equal to the five-year SGD swap offer rate plus 1.54% p.a. a fixed rate per annum equal to the five-year AUD semi-quarterly mid-swap reference rate plus 2.65% p.a., each of which will be annualised. A$175 million subordinated notes 4.80% p.a. until but excluding 14 June 2023. Thereafter, if not redeemed, 14 June 2028 14 June 2023 171 171 US$100 million subordinated notes Fixed 5.00% p.a. 23 February 2046 A$700 million subordinated notes Floating 90 day bank bill rate + 3.10% p.a. 10 March 2026 10 March 2021 JPY20,000 million subordinated notes Fixed 1.16% p.a. JPY10,200 million subordinated notes Fixed 1.16% p.a. JPY10,000 million subordinated notes Fixed 0.76% p.a. 19 May 2026 2 June 2026 9 June 2026 n/a n/a n/a n/a NZ$400 million subordinated notes 4.6950% p.a. until but excluding 1 September 2021. Thereafter, if not 1 September 2026 1 September 2021 JPY8,000 million subordinated notes 0.9225% p.a until but excluding 7 October 2021. Thereafter, if not 7 October 2026 7 October 2021 97 redeemed, a fixed rate per annum equal to the New Zealand 5-year swap rate on 1 September 2021 plus 2.60% p.a. redeemed, a fixed rate per annum equal to the five-year JPY mid-swap US$1,500 million subordinated notes 4.322% p.a. until but excluding 23 November 2026. Thereafter, if not 23 November 2031 23 November 2026 1,922 1,882 redeemed, a fixed rate per annum equal to the five-year USD mid-swap JPY12,000 million subordinated notes 0.87% p.a. until but excluding 6 July 2022. Thereafter, if not redeemed, a 6 July 2027 6 July 2022 fixed rate per annum equal to the five-year JPY mid-swap rate JPY13,500 million subordinated notes 0.868% p.a. until but excluding 6 July 2022. Thereafter, if not redeemed, 6 July 2027 6 July 2022 a fixed rate per annum equal to the five-year JPY mid-swap rate 146 136 165 152 HKD600 million subordinated notes 3.15% p.a. until but excluding 14 July 2022. Thereafter, if not redeemed, a 14 July 2027 14 July 2022 102 fixed rate per annum equal to the five-year HKD mid-swap rate A$350 million subordinated notes 4.334% p.a. until but excluding 16 August 2024. Thereafter, if not 16 August 2029 16 August 2024 347 redeemed, a fixed rate per annum equal to the five-year AUD semi-quarterly mid-swap reference rate plus 1.83% p.a., each of which will rate plus 1.0005% p.a. rate plus 2.236% p.a. plus 0.78% p.a. plus 0.778% p.a. plus 1.34% p.a. be annualised. A$185 million subordinated notes Fixed 5.00% p.a. A$250 million subordinated notes 90 day bank bill rate + 1.40% p.a. A$130 million subordinated notes Fixed 5.00% p.a. A$725 million subordinated notes 90 day bank bill rate + 1.80% p.a. Total subordinated notes 24 January 2048 16 February 2028 16 February 2023 2 March 2048 22 June 2028 22 June 2023 n/a n/a 185 250 130 722 7,822 8,789 923 991 239 350 312 117 700 225 115 112 357 90 98 347 - - - - - 999 252 114 700 242 123 120 358 1 Scheduled conversion does not apply to USD AT1 securities. 2 Level 1 comprises Westpac Banking Corporation and subsidiaries approved by APRA as being part of a single ‘Extended Licenced Entity’ for the purposes of measuring capital adequacy. Level 2 includes all subsidiaries except those entities specifically excluded by APRA regulations for the purposes of measuring capital adequacy. 3 Excludes WCN and USD AT1 securities. 1 Excludes subordinated perpetual notes. 2 Interest payments are made periodically as set out in the terms of the subordinated notes. 3 Westpac may elect to redeem the relevant Tier 2 instrument on the optional redemption date, subject to APRA's prior written approval. If not redeemed on the first optional redemption date, Westpac may elect to redeem the relevant Tier 2 instrument on any interest payment date after the first optional redemption date (except for US$1,500 million subordinated notes), subject to APRA's prior written approval. 4 The subordinated notes were redeemed in full on the relevant optional redemption date. 190 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 191 Notes to the financial statements Note 20. Loan capital (continued) The AT1 instruments convert into Westpac ordinary shares in the following circumstances: Scheduled Conversion On the scheduled conversion date, provided certain conversion conditions are satisfied, it is expected that the relevant AT1 instrument1 will be converted and holders will receive a variable number of Westpac ordinary shares calculated using the formula described in the terms of the relevant AT1 instrument, subject to a maximum conversion number. The conversion number of Westpac ordinary shares will be calculated using the face value of the relevant AT1 instrument and the Westpac ordinary share price determined over the 20 business day period prior to the scheduled conversion date, including a 1% discount. Capital Trigger Event or Non-Viability Trigger Event Westpac will be required to convert some or all AT1 instruments into a variable number of Westpac ordinary shares upon the occurrence of a capital trigger event or non-viability trigger event. No conversion conditions apply in these circumstances. A capital trigger event occurs when Westpac determines, or APRA notifies Westpac in writing that it believes, Westpac’s Common Equity Tier 1 Capital ratio is equal to or less than 5.125% (on a level 1 or level 2 basis2). A non-viability trigger event will occur when APRA notifies Westpac in writing that it believes conversion of all or some AT1 instruments (or conversion, write-off or write-down of relevant capital instruments of the Westpac Group), or public sector injection of capital (or equivalent support), in each case is necessary because without it, Westpac would become non-viable. For each AT1 instrument converted, holders will receive a variable number of Westpac ordinary shares calculated using the formula described in the terms of the relevant AT1 instrument, subject to a maximum conversion number. The conversion number of Westpac ordinary shares is calculated using the face value or outstanding principal amount of the relevant AT1 instrument and the Westpac ordinary share price determined over the 5 business day period prior to the capital trigger event date or non-viability trigger event date and includes a 1% discount. For each AT1 instrument, the maximum conversion number is set using a Westpac ordinary share price which is broadly equivalent to 20% of the Westpac ordinary share price at the time Following the occurrence of a capital trigger event or non-viability trigger event, if conversion of an AT1 instrument does not occur within five business days, holders’ rights in relation to the relevant AT1 instrument will be immediately and irrevocably Westpac is able to elect to convert3, or may be required to convert, AT1 instruments early in certain circumstances. The terms of conversion and the conversion conditions are broadly similar to scheduled conversion. Westpac is able to elect to redeem the relevant AT1 instrument on the optional redemption date or for certain taxation or regulatory reasons, subject to APRA’s prior written approval. of issue. terminated. Early conversion Early redemption Notes to the financial statements Note 20. Loan capital (continued) Tier 2 loan capital A summary of the key terms and common features of Westpac’s Tier 2 instruments are provided below1. Consolidated and Parent Entity $m Interest rate2 Basel III transitional subordinated notes US$350 million subordinated notes Fixed 4.625% p.a. Maturity date Optional redemption date3 1 June 2018 n/a US$800 million subordinated notes 3.625% p.a. until but excluding 28 February 2018. Thereafter, if not 28 February 2023 28 February 2018 redeemed, fixed rate equal to 5-year US Treasury rate + 2.90% p.a. ⁴ 2018 2017 - - 454 1,018 Basel III fully compliant subordinated notes A$925 million subordinated notes 90 day bank bill rate + 2.30% p.a. A$1,000 million subordinated notes 90 day bank bill rate + 2.05% p.a. CNY1,250 million subordinated notes 4.85% p.a. until but excluding 9 February 2020. Thereafter, if not 9 February 2025 redeemed, a fixed rate per annum equal to the one-year CNH HIBOR reference rate plus 0.8345% p.a. A$350 million subordinated notes 4.50% p.a. until but excluding 11 March 2022. Thereafter, if not redeemed, 11 March 2027 11 March 2022 347 a fixed rate per annum equal to the five-year AUD semi-quarterly mid-swap reference rate plus 1.95% p.a., the sum of which will be annualised. S$325 million subordinated notes 4.00% p.a. until but excluding 12 August 2022. Thereafter, if not redeemed, 12 August 2027 12 August 2022 330 22 August 2023 22 August 2018 14 March 2024 14 March 2019 ⁴ 9 February 2020 - 999 252 923 991 239 350 312 A$175 million subordinated notes 4.80% p.a. until but excluding 14 June 2023. Thereafter, if not redeemed, 14 June 2028 14 June 2023 171 171 a fixed rate per annum equal to the five-year SGD swap offer rate plus 1.54% p.a. a fixed rate per annum equal to the five-year AUD semi-quarterly mid-swap reference rate plus 2.65% p.a., each of which will be annualised. US$100 million subordinated notes Fixed 5.00% p.a. A$700 million subordinated notes Floating 90 day bank bill rate + 3.10% p.a. JPY20,000 million subordinated notes Fixed 1.16% p.a. JPY10,200 million subordinated notes Fixed 1.16% p.a. JPY10,000 million subordinated notes Fixed 0.76% p.a. 23 February 2046 n/a 10 March 2026 10 March 2021 19 May 2026 2 June 2026 9 June 2026 n/a n/a n/a NZ$400 million subordinated notes 4.6950% p.a. until but excluding 1 September 2021. Thereafter, if not 1 September 2026 1 September 2021 114 700 242 123 120 358 JPY8,000 million subordinated notes 0.9225% p.a until but excluding 7 October 2021. Thereafter, if not 7 October 2026 7 October 2021 97 redeemed, a fixed rate per annum equal to the New Zealand 5-year swap rate on 1 September 2021 plus 2.60% p.a. redeemed, a fixed rate per annum equal to the five-year JPY mid-swap rate plus 1.0005% p.a. US$1,500 million subordinated notes 4.322% p.a. until but excluding 23 November 2026. Thereafter, if not 23 November 2031 23 November 2026 1,922 117 700 225 115 112 357 90 1,882 JPY12,000 million subordinated notes 0.87% p.a. until but excluding 6 July 2022. Thereafter, if not redeemed, a 6 July 2027 6 July 2022 redeemed, a fixed rate per annum equal to the five-year USD mid-swap rate plus 2.236% p.a. fixed rate per annum equal to the five-year JPY mid-swap rate plus 0.78% p.a. JPY13,500 million subordinated notes 0.868% p.a. until but excluding 6 July 2022. Thereafter, if not redeemed, 6 July 2027 6 July 2022 a fixed rate per annum equal to the five-year JPY mid-swap rate plus 0.778% p.a. 146 136 165 152 HKD600 million subordinated notes 3.15% p.a. until but excluding 14 July 2022. Thereafter, if not redeemed, a 14 July 2027 14 July 2022 102 fixed rate per annum equal to the five-year HKD mid-swap rate plus 1.34% p.a. A$350 million subordinated notes 4.334% p.a. until but excluding 16 August 2024. Thereafter, if not 16 August 2029 16 August 2024 347 redeemed, a fixed rate per annum equal to the five-year AUD semi-quarterly mid-swap reference rate plus 1.83% p.a., each of which will 98 347 3 be annualised. A$185 million subordinated notes Fixed 5.00% p.a. A$250 million subordinated notes 90 day bank bill rate + 1.40% p.a. A$130 million subordinated notes Fixed 5.00% p.a. A$725 million subordinated notes Total subordinated notes 90 day bank bill rate + 1.80% p.a. 24 January 2048 n/a 16 February 2028 16 February 2023 2 March 2048 n/a 22 June 2028 22 June 2023 185 250 130 722 7,822 - - - - 8,789 1 Scheduled conversion does not apply to USD AT1 securities. 2 Level 1 comprises Westpac Banking Corporation and subsidiaries approved by APRA as being part of a single ‘Extended Licenced Entity’ for the purposes of measuring capital adequacy. Level 2 includes all subsidiaries except those entities specifically excluded by APRA regulations for the purposes of measuring capital adequacy. 3 Excludes WCN and USD AT1 securities. 1 Excludes subordinated perpetual notes. 2 3 Westpac may elect to redeem the relevant Tier 2 instrument on the optional redemption date, subject to APRA's prior written approval. If not Interest payments are made periodically as set out in the terms of the subordinated notes. redeemed on the first optional redemption date, Westpac may elect to redeem the relevant Tier 2 instrument on any interest payment date after the first optional redemption date (except for US$1,500 million subordinated notes), subject to APRA's prior written approval. 4 The subordinated notes were redeemed in full on the relevant optional redemption date. 190 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 191 Notes to the financial statements Note 20. Loan capital (continued) Common features of Basel III fully compliant subordinated notes Interest payments are subject to Westpac being solvent at the time of, and immediately following, the interest payment. These subordinated notes contain non-viability loss absorption requirements. Non-viability trigger event Westpac will be required to convert some or all subordinated notes into a variable number of Westpac ordinary shares upon the occurrence of a non-viability trigger event. A non-viability trigger event will occur on similar terms as described under AT1 loan capital. For each subordinated note converted, holders will receive a variable number of Westpac ordinary shares calculated using the formula described in the terms of the relevant Tier 2 instrument, subject to a maximum conversion number. The conversion number of Westpac ordinary shares will be calculated in a manner similar to that described under AT1 loan capital for a non- viability trigger event. For each Tier 2 instrument, the maximum conversion number is set using a Westpac ordinary share price which is broadly equivalent to 20% of the Westpac ordinary share price at the time of issue. Following the occurrence of a non-viability trigger event, if conversion of a Tier 2 instrument does not occur within five business days, holders’ rights in relation to the relevant Tier 2 instrument will be immediately and irrevocably terminated. Subordinated perpetual notes These notes have no final maturity but Westpac can choose to redeem them at par on any interest payment date falling on or after September 1991, subject to APRA approval and certain other conditions. Interest is cumulative and payable on the notes semi-annually at a rate of 6 month US$ LIBOR plus 0.15% p.a., subject to Westpac being solvent immediately after making the payment and having paid any dividend on any class of share capital of Westpac within the prior 12 month period. These notes qualify for transitional treatment as Tier 2 capital of Westpac under APRA’s Basel III capital adequacy framework. The rights of the noteholders and coupon holders are subordinated to the claims of all creditors (including depositors) of Westpac other than creditors whose claims against Westpac rank equally with, or junior to, these notes. Notes to the financial statements Note 21. Derivative financial instruments Accounting policy Derivative financial instruments are instruments whose values derive from the value of an underlying asset, reference rate or index and include forwards, futures, swaps and options. All derivatives are held at fair value. Changes in fair value are recognised in the income statement, unless designated in a cash flow or net investment hedge relationship. Derivatives are presented as an asset where they have a positive fair value at balance date or as a liability where the fair value at balance date is negative. The Group uses derivative instruments for trading and also as part of its asset and liability risk management activities, which are discussed in Note 22. Derivatives used for risk management activities include designating derivatives into one of three hedge accounting relationships: fair value hedge; cash flow hedge; or hedge of a net investment in a foreign operation, where permitted under AASB 139. These hedge designations and associated accounting treatment are as follows: Fair value hedges Fair value hedges hedge the exposure to changes in the fair value of an asset or liability. Changes in the fair value of derivatives and the hedged asset or liability in fair value hedges are recognised in interest income. The carrying value of the hedged asset or liability is adjusted for the changes in fair value related to the hedged risk. If a hedge is discontinued, any fair value adjustments to the carrying value of the asset or liability are amortised to interest income over the period to maturity. If the asset or liability is sold, any unamortised adjustment is immediately recognised in interest income. Cash flow hedges income statement. Cash flow hedges hedge the exposure to variability of cash flows attributable to an asset, liability or future forecast transaction. For effective hedges, changes in the fair value of derivatives are recognised in the cash flow hedge reserve through other comprehensive income and subsequently recognised in interest income when the asset or liability that was hedged impacts the For hedges with some ineffectiveness, the changes in the fair value of the derivatives relating to the ineffective portion are immediately recognised in interest income. If a hedge is discontinued, any cumulative gain or loss remains in other comprehensive income. It is amortised to interest income over the period which the asset or liability that was hedged also impacts the income statement. If a hedge of a forecast transaction is no longer expected to occur, any cumulative gain or loss in other comprehensive income is immediately recognised in interest income. Net investment hedges Net investment hedges hedge foreign currency risks arising from a net investment of a foreign operation. For effective hedges, changes in the fair value of derivatives are recognised in the foreign currency translation reserve through other comprehensive income. For hedges with some ineffectiveness, the changes in the fair value of the derivatives relating to the ineffective portion are immediately recognised in non-interest income. If a foreign operation is disposed of, any cumulative gain or loss in other comprehensive income is immediately recognised in The Group hedges its interest rate risk from fixed debt issuances and fixed rate assets with single currency interest rate non-interest income. a. Fair value hedges derivatives. $m Change in fair value hedging instruments Change in fair value hedge items attributed to hedged risk Ineffectiveness in interest income Consolidated Parent Entity 2018 2017 2018 2017 (1,203) (328) (1,208) (337) 1,192 (11) 292 (36) 1,197 (11) 306 (31) 192 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 193 Notes to the financial statements Note 20. Loan capital (continued) Note 21. Derivative financial instruments Notes to the financial statements Common features of Basel III fully compliant subordinated notes Interest payments are subject to Westpac being solvent at the time of, and immediately following, the interest payment. These subordinated notes contain non-viability loss absorption requirements. Accounting policy Derivative financial instruments are instruments whose values derive from the value of an underlying asset, reference rate or index and include forwards, futures, swaps and options. Non-viability trigger event capital. Westpac will be required to convert some or all subordinated notes into a variable number of Westpac ordinary shares upon the occurrence of a non-viability trigger event. A non-viability trigger event will occur on similar terms as described under AT1 loan For each subordinated note converted, holders will receive a variable number of Westpac ordinary shares calculated using the formula described in the terms of the relevant Tier 2 instrument, subject to a maximum conversion number. The conversion number of Westpac ordinary shares will be calculated in a manner similar to that described under AT1 loan capital for a non- viability trigger event. For each Tier 2 instrument, the maximum conversion number is set using a Westpac ordinary share price which is broadly equivalent to 20% of the Westpac ordinary share price at the time of issue. Following the occurrence of a non-viability trigger event, if conversion of a Tier 2 instrument does not occur within five business days, holders’ rights in relation to the relevant Tier 2 instrument will be immediately and irrevocably terminated. Subordinated perpetual notes These notes have no final maturity but Westpac can choose to redeem them at par on any interest payment date falling on or after September 1991, subject to APRA approval and certain other conditions. Interest is cumulative and payable on the notes semi-annually at a rate of 6 month US$ LIBOR plus 0.15% p.a., subject to Westpac being solvent immediately after making the payment and having paid any dividend on any class of share capital of Westpac within the prior 12 month period. These notes qualify for transitional treatment as Tier 2 capital of Westpac under APRA’s Basel III capital adequacy framework. The rights of the noteholders and coupon holders are subordinated to the claims of all creditors (including depositors) of Westpac other than creditors whose claims against Westpac rank equally with, or junior to, these notes. All derivatives are held at fair value. Changes in fair value are recognised in the income statement, unless designated in a cash flow or net investment hedge relationship. Derivatives are presented as an asset where they have a positive fair value at balance date or as a liability where the fair value at balance date is negative. The Group uses derivative instruments for trading and also as part of its asset and liability risk management activities, which are discussed in Note 22. Derivatives used for risk management activities include designating derivatives into one of three hedge accounting relationships: fair value hedge; cash flow hedge; or hedge of a net investment in a foreign operation, where permitted under AASB 139. These hedge designations and associated accounting treatment are as follows: Fair value hedges Fair value hedges hedge the exposure to changes in the fair value of an asset or liability. Changes in the fair value of derivatives and the hedged asset or liability in fair value hedges are recognised in interest income. The carrying value of the hedged asset or liability is adjusted for the changes in fair value related to the hedged risk. If a hedge is discontinued, any fair value adjustments to the carrying value of the asset or liability are amortised to interest income over the period to maturity. If the asset or liability is sold, any unamortised adjustment is immediately recognised in interest income. Cash flow hedges Cash flow hedges hedge the exposure to variability of cash flows attributable to an asset, liability or future forecast transaction. For effective hedges, changes in the fair value of derivatives are recognised in the cash flow hedge reserve through other comprehensive income and subsequently recognised in interest income when the asset or liability that was hedged impacts the income statement. For hedges with some ineffectiveness, the changes in the fair value of the derivatives relating to the ineffective portion are immediately recognised in interest income. If a hedge is discontinued, any cumulative gain or loss remains in other comprehensive income. It is amortised to interest income over the period which the asset or liability that was hedged also impacts the income statement. If a hedge of a forecast transaction is no longer expected to occur, any cumulative gain or loss in other comprehensive income is immediately recognised in interest income. Net investment hedges Net investment hedges hedge foreign currency risks arising from a net investment of a foreign operation. For effective hedges, changes in the fair value of derivatives are recognised in the foreign currency translation reserve through other comprehensive income. For hedges with some ineffectiveness, the changes in the fair value of the derivatives relating to the ineffective portion are immediately recognised in non-interest income. If a foreign operation is disposed of, any cumulative gain or loss in other comprehensive income is immediately recognised in non-interest income. 3 a. Fair value hedges The Group hedges its interest rate risk from fixed debt issuances and fixed rate assets with single currency interest rate derivatives. $m Change in fair value hedging instruments Change in fair value hedge items attributed to hedged risk Ineffectiveness in interest income Consolidated Parent Entity 2018 2017 2018 2017 (1,203) (328) (1,208) (337) 1,192 (11) 292 (36) 1,197 (11) 306 (31) 192 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 193 4 Years 3 Years 2 Years 1 Month to 1 Year 3 Months Less Than 1 Month to 3 Months 1 Year to 2 Years to 3 Years to 4 Years to 5 Years Over 5 Years Interest rate contracts Futures contracts1 Forward rate agreements 189,853 168,132 - 11 - (12) Notes to the financial statements Notes to the financial statements Note 21. Derivative financial instruments (continued) Note 21. Derivative financial instruments (continued) b. Cash flow hedges Exposure to the volatility of interest cash flows from customer deposits and loans is hedged with interest rate derivatives. Exposure to foreign currency principal and interest cash flows from floating rate debt issuances is hedged through the use of cross currency derivatives. Gross cash inflows and outflows on derivatives designated in cash flow hedges are, as a proportion of total gross cash flows, expected to occur in the following periods: 2018 Cash inflows Cash outflows 2017 Cash inflows Cash outflows $m Cash flow hedge ineffectiveness 0.3% 0.5% 3.2% 3.7% 2.1% 1.8% 21.8% 22.4% 23.8% 23.0% 18.9% 19.5% 19.1% 18.0% 4.7% 4.9% 9.3% 9.9% 3.6% 3.6% 15.6% 15.3% 21.6% 20.6% 17.5% 17.1% 14.6% 15.4% 14.7% 14.4% 9.2% 9.9% Consolidated 2018 (7) 2017 14 Parent Entity 2018 (11) 2017 18 c. Dual fair value and cash flow hedges Fixed rate foreign currency denominated debt is hedged using cross currency interest rate derivatives, designated as fair value hedges of foreign interest rates and cash flow hedges of foreign exchange rates. d. Net investment hedges The Group uses foreign exchange forward contracts when hedging the currency translation risk of net investments in foreign operations. For both the Group and Parent Entity, ineffectiveness arising from net investment hedges amounted to nil (2017: nil). 194 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 195 - - - - - - The notional amount and fair value of derivative instruments held for trading and designated in hedge relationships are set out in the following tables: Consolidated 2018 Fair Value Hedging Total $m Amount Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Notional Trading Fair Value Cash Flow Net Investment Fair Value Swap agreements 2,863,349 15,626 (15,580) 505 (4,751) 385 (550) Options 39,067 165 (167) Total interest rate contracts 3,260,401 15,802 (15,759) 505 (4,751) 385 (550) - - - - - - - - - 11 - (12) - 16,516 (20,881) - 165 (167) - 16,692 (21,060) Spot and forward contracts 784,791 6,741 (6,418) - - - (32) 6,741 (6,450) 462,949 6,561 (9,019) 726 33 1,639 (215) 22,281 120 (184) - - - - 8,926 (9,201) - 120 (184) contracts 1,270,021 13,422 (15,621) 726 33 1,639 (215) (32) 15,787 (15,835) Commodity contracts 6,735 246 (300) Equities 96 1 - Credit default swaps 13,536 102 (101) - - - - - - Total of gross derivatives 4,550,789 29,573 (31,781) 1,231 (4,718) 2,024 Impact of netting arrangements3 - (8,222) 8,912 (375) 3,633 (130) (765) 344 - - - 246 1 102 (300) - (101) (32) 32,828 (37,296) - (8,727) 12,889 Total of net derivatives 4,550,789 21,351 (22,869) 856 (1,085) 1,894 (421) - (32) 24,101 (24,407) Fair Value Hedging Total $m Amount Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Notional Trading Fair Value Cash Flow Net Investment Fair Value 132,785 - 215,934 21 - (20) - - - - - - Swap agreements 2,655,134 16,438 (15,361) 446 (3,241) 498 (707) Options 69,016 156 (183) - - - Total interest rate contracts 3,072,869 16,615 (15,564) 446 (3,241) 498 (707) - - - 21 - (20) - 17,382 (19,309) - 156 (183) - 17,559 (19,512) Spot and forward contracts 668,896 5,781 (6,027) - - - - 19 (19) 5,800 (6,046) Foreign exchange contracts Cross currency swap agreements2 Options Total foreign exchange Consolidated 2017 Interest rate contracts Futures contracts1 Forward rate agreements Foreign exchange contracts Cross currency swap agreements2 Options Total foreign exchange contracts Commodity contracts Equities Credit default swaps 444,421 6,272 (7,893) 573 4 1,006 (744) 13,604 124 (138) - - - - - 7,851 (8,633) - 124 (138) 1,126,921 12,177 (14,058) 573 4 1,006 (744) 19 (19) 13,775 (14,817) 7,772 270 (235) 202 10,907 3 79 - (78) - - - - - - - - - - - - - - - 270 (235) 3 79 - (78) - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Total of gross derivatives 4,218,671 29,144 (29,935) 1,019 (3,237) 1,504 (1,451) 19 (19) 31,686 (34,642) Impact of netting arrangements3 Total of net derivatives - (7,332) 7,178 (149) 1,782 (172) 307 - - (7,653) 9,267 4,218,671 21,812 (22,757) 870 (1,455) 1,332 (1,144) 19 (19) 24,033 (25,375) 1 The fair value differential of futures contracts are settled daily with the exchange. The notional balance represents open contracts as at 30 September. 2 The unrealised foreign exchange gains or losses on derivatives in hedge relationships are substantially offset by the retranslation at spot exchange rates of the foreign currency denominated debt being hedged. 3 Consists of derivative trades settled directly with central clearing counterparties and their associated variation margin. Refer to Note 24. Notes to the financial statements Notes to the financial statements Note 21. Derivative financial instruments (continued) Note 21. Derivative financial instruments (continued) Exposure to the volatility of interest cash flows from customer deposits and loans is hedged with interest rate derivatives. The notional amount and fair value of derivative instruments held for trading and designated in hedge relationships are set out in the following tables: Exposure to foreign currency principal and interest cash flows from floating rate debt issuances is hedged through the use of Consolidated 2018 Fair Value Hedging Total Gross cash inflows and outflows on derivatives designated in cash flow hedges are, as a proportion of total gross cash flows, expected to occur in the following periods: $m Amount Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Notional Trading Fair Value Cash Flow Net Investment Fair Value b. Cash flow hedges cross currency derivatives. Interest rate contracts Futures contracts1 Forward rate agreements 189,853 168,132 - 11 - (12) - - - - - - - - Swap agreements 2,863,349 15,626 (15,580) 505 (4,751) 385 (550) Options 39,067 165 (167) - - - - Total interest rate contracts 3,260,401 15,802 (15,759) 505 (4,751) 385 (550) Foreign exchange contracts Spot and forward contracts 784,791 6,741 (6,418) - - - - Cross currency swap agreements2 Options Total foreign exchange 462,949 6,561 (9,019) 726 33 1,639 (215) 22,281 120 (184) - - - - contracts 1,270,021 13,422 (15,621) 726 33 1,639 (215) Commodity contracts 6,735 246 (300) Equities 96 1 - Credit default swaps 13,536 102 (101) - - - - - - - - - Total of gross derivatives Impact of netting arrangements3 Total of net derivatives 4,550,789 29,573 (31,781) 1,231 (4,718) 2,024 - (8,222) 4,550,789 21,351 8,912 (22,869) (375) 856 (130) 3,633 (1,085) 1,894 - - - (765) 344 (421) - - - - - - - - - - - - - - - - 11 - (12) - 16,516 (20,881) - 165 (167) - 16,692 (21,060) (32) 6,741 (6,450) - 8,926 (9,201) - 120 (184) (32) 15,787 (15,835) - - - 246 1 102 (300) - (101) (32) 32,828 (37,296) - - - (8,727) (32) 24,101 12,889 (24,407) The Group uses foreign exchange forward contracts when hedging the currency translation risk of net investments in foreign operations. For both the Group and Parent Entity, ineffectiveness arising from net investment hedges amounted to nil (2017: Consolidated 2017 Fair Value Hedging Total 2018 Cash inflows Cash outflows 2017 Cash inflows Cash outflows Less Than 1 Month to 3 Months 1 Year to 2 Years to 3 Years to 4 Years to 1 Month 3 Months to 1 Year 2 Years 3 Years 4 Years 5 Years Over 5 Years 0.3% 0.5% 3.2% 3.7% 2.1% 1.8% 21.8% 22.4% 23.8% 23.0% 18.9% 19.5% 19.1% 18.0% 4.7% 4.9% 9.3% 9.9% 3.6% 3.6% 15.6% 15.3% 21.6% 20.6% 17.5% 17.1% 14.6% 15.4% 14.7% 14.4% 9.2% 9.9% Consolidated Parent Entity 2018 (7) 2017 14 2018 (11) 2017 18 Fixed rate foreign currency denominated debt is hedged using cross currency interest rate derivatives, designated as fair value hedges of foreign interest rates and cash flow hedges of foreign exchange rates. $m Cash flow hedge ineffectiveness c. Dual fair value and cash flow hedges d. Net investment hedges nil). $m Amount Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Notional Trading Fair Value Cash Flow Net Investment Fair Value Interest rate contracts Futures contracts1 Forward rate agreements 132,785 - 215,934 21 - (20) - - - - - - - - Swap agreements 2,655,134 16,438 (15,361) 446 (3,241) 498 (707) Options 69,016 156 (183) - - - - Total interest rate contracts 3,072,869 16,615 (15,564) 446 (3,241) 498 (707) Foreign exchange contracts - - - - - - - - 21 - (20) - 17,382 (19,309) - 156 (183) - 17,559 (19,512) Spot and forward contracts 668,896 5,781 (6,027) - - - - 19 (19) 5,800 (6,046) Cross currency swap agreements2 Options Total foreign exchange contracts Commodity contracts Equities Credit default swaps 444,421 6,272 (7,893) 573 4 1,006 (744) 13,604 124 (138) - - - - - - - 7,851 (8,633) - 124 (138) 3 1,126,921 12,177 (14,058) 573 4 1,006 (744) 19 (19) 13,775 (14,817) 7,772 270 (235) 202 10,907 3 79 - (78) - - - - - - - - - - - - - - - - - - 270 (235) 3 79 - (78) Total of gross derivatives Impact of netting arrangements3 Total of net derivatives 4,218,671 29,144 (29,935) 1,019 (3,237) 1,504 (1,451) 19 (19) 31,686 (34,642) - (7,332) 7,178 (149) 1,782 (172) 307 - - (7,653) 4,218,671 21,812 (22,757) 870 (1,455) 1,332 (1,144) 19 (19) 24,033 9,267 (25,375) 1 The fair value differential of futures contracts are settled daily with the exchange. The notional balance represents open contracts as at 30 September. 2 The unrealised foreign exchange gains or losses on derivatives in hedge relationships are substantially offset by the retranslation at spot exchange rates of the foreign currency denominated debt being hedged. 3 Consists of derivative trades settled directly with central clearing counterparties and their associated variation margin. Refer to Note 24. 194 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 195 Notes to the financial statements Note 21. Derivative financial instruments (continued) Parent Entity 2018 Fair Value Hedging Total $m Amount Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Notional Trading Fair Value Cash Flow Net Investment Fair Value Interest rate contracts Futures contracts1 Forward rate agreements 189,853 168,132 - 11 - (12) - - - - - - - - Swap agreements 2,859,358 15,659 (15,751) 489 (4,568) 352 (444) Options 39,067 165 (167) - - - - Total interest rate contracts 3,256,410 15,835 (15,930) 489 (4,568) 352 (444) Foreign exchange contracts Spot and forward contracts 784,438 6,737 (6,417) - - - - Cross currency swap agreements2 Options Total foreign exchange 456,251 6,562 (9,019) 703 40 1,142 (164) 22,281 120 (184) - - - - contracts 1,262,970 13,419 (15,620) 703 40 1,142 (164) Commodity contracts 6,735 246 (300) Equities 96 1 - Credit default swaps 13,536 102 (101) - - - - - - - - - Total of gross derivatives Impact of netting arrangements3 Total of net derivatives 4,539,747 29,603 (31,951) 1,192 (4,528) 1,494 (8,222) - 4,539,747 21,381 8,912 (23,039) (375) 817 3,633 (130) (895) 1,364 - - - (608) 344 (264) - - - - - - - - - - - - - - - - 11 - (12) - 16,500 (20,763) - 165 (167) - 16,676 (20,942) (31) 6,737 (6,448) - 8,407 (9,143) - 120 (184) (31) 15,264 (15,775) - - - 246 1 102 (300) - (101) (31) 32,289 (37,118) - - - (8,727) (31) 23,562 12,889 (24,229) Principal financial risks Parent Entity 2017 Fair Value Hedging Total $m Amount Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Notional Trading Fair Value Cash Flow Net Investment Fair Value Interest rate contracts Futures contracts1 Forward rate agreements 132,785 215,934 - 21 - (20) - - - - - - - - Swap agreements 2,646,153 16,472 (15,549) 426 (3,008) 465 (588) Options 69,016 156 (183) - - - - Total interest rate contracts 3,063,888 16,649 (15,752) 426 (3,008) 465 (588) Foreign exchange contracts - - - - - - - - 21 - (20) - 17,363 (19,145) - 156 (183) - 17,540 (19,348) Spot and forward contracts 668,322 5,774 (6,024) - - - - 19 (16) 5,793 (6,040) Cross currency swap agreements2 Options Total foreign exchange 434,600 6,273 (7,894) 545 13,604 124 (138) - contracts 1,116,526 12,171 (14,056) 545 Commodity contracts Equities Credit default swaps 7,772 270 (235) 202 10,907 3 79 - (78) - - - 9 - 9 - - - Total of gross derivatives Impact of netting arrangements3 Total of net derivatives 4,199,295 29,172 (30,121) 971 (2,999) 1,314 (1,042) (7,338) - 4,199,295 21,834 7,330 (22,791) (148) 823 (167) 1,711 (1,288) 1,147 226 (816) 849 (454) - - - - - 7,667 (8,339) - 124 (138) 849 (454) 19 (16) 13,584 (14,517) - - - - - - - - - 19 - 19 - - - 270 (235) 3 79 - (78) (16) 31,476 (34,178) - (7,653) (16) 23,823 9,267 (24,911) Notes to the financial statements Note 21. Derivative financial instruments (continued) Credit default swaps The Group buys and sells credit protection through the use of credit default swap (CDS) derivatives. These CDSs either protect the Group (as a buyer) or expose it (as a seller) to the risk of default of the entity referenced by the CDS. The CDSs are predominantly executed with other financial institutions and are entered into to facilitate institutional customer transactions and to manage the Group’s credit risk exposures. The notional amount and fair value of CDSs are presented in the following table for both the Group and the Parent Entity: 2018 2017 Notional Fair value Notional Fair value Amount Asset Liability Amount Asset Liability 6,895 6,641 3 99 (101) - 5,630 5,277 13,536 102 (101) 10,907 5 74 79 (78) - (78) Financial instruments are fundamental to the Group’s business of providing banking and financial services. The associated financial risks (including credit risk, funding and liquidity risk and market risk) are a significant proportion of the total risks faced This note details the financial risk management policies, practices and quantitative information of the Group’s principal financial $m Total Credit protection bought Credit protection sold Note 22. Financial risk by the Group. risk exposures. Overview Credit risk obligations. The risk of financial loss where a customer or counterparty fails to meet their financial Credit risk mitigation, collateral and other credit enhancements 22.2.2 Financial assets that are past due, but not impaired Items 90 days past due, or otherwise in default, and not impaired 22.2.6 Note name Risk management frameworks Credit risk ratings system Credit risk concentrations Credit quality of financial assets Assets pledged as collateral Contractual maturity of financial liabilities Impaired loans Collateral held Liquidity modelling Sources of liquidity Expected maturity Value-at-Risk (VaR) Traded market risk Non-traded market risk Note number 22.1 22.2.1 22.2.3 22.2.4 22.2.5 22.2.7 22.2.8 22.3.1 22.3.2 22.3.3 22.3.4 22.3.5 22.4.1 22.4.2 22.4.3 Funding and liquidity risk The risk that the Group will be unable to fund assets and meet obligations as they become due. Market risk The risk of an adverse impact on earnings resulting from changes in market factors, such as foreign exchange rates, interest rates, commodity prices and equity prices. 1 The fair value differential of futures contracts are settled daily with the exchange. The notional balance represents open contracts as at 30 September. 2 The unrealised foreign exchange gains or losses on derivatives in hedge relationships are substantially offset by the retranslation at spot exchange rates of the foreign currency denominated debt being hedged. 3 Consists of derivative trades settled directly with central clearing counterparties and their associated variation margin. Refer to Note 24. 196 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 197 Notes to the financial statements Note 21. Derivative financial instruments (continued) Parent Entity 2018 Fair Value Hedging Total $m Amount Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Notional Trading Fair Value Cash Flow Net Investment Fair Value Interest rate contracts Futures contracts1 Forward rate agreements 189,853 168,132 - 11 - (12) Swap agreements 2,859,358 15,659 (15,751) 489 (4,568) 352 (444) Options 39,067 165 (167) Total interest rate contracts 3,256,410 15,835 (15,930) 489 (4,568) 352 (444) - - - - - - - - - 11 - (12) - 16,500 (20,763) - 165 (167) - 16,676 (20,942) Spot and forward contracts 784,438 6,737 (6,417) - - - (31) 6,737 (6,448) 456,251 6,562 (9,019) 703 40 1,142 (164) 22,281 120 (184) - - - - 8,407 (9,143) - 120 (184) Foreign exchange contracts Cross currency swap agreements2 Options Total foreign exchange contracts 1,262,970 13,419 (15,620) 703 40 1,142 (164) (31) 15,264 (15,775) Commodity contracts 6,735 246 (300) Equities 96 1 - Credit default swaps 13,536 102 (101) - - - - - - Total of gross derivatives 4,539,747 29,603 (31,951) 1,192 (4,528) 1,494 Impact of netting arrangements3 - (8,222) 8,912 (375) 3,633 (130) (608) 344 - - - 246 1 102 (300) - (101) (31) 32,289 (37,118) - (8,727) 12,889 Total of net derivatives 4,539,747 21,381 (23,039) 817 (895) 1,364 (264) - (31) 23,562 (24,229) Parent Entity 2017 Fair Value Hedging Total $m Amount Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Notional Trading Fair Value Cash Flow Net Investment Fair Value Interest rate contracts Futures contracts1 Forward rate agreements 132,785 215,934 - 21 - (20) Swap agreements 2,646,153 16,472 (15,549) 426 (3,008) 465 (588) Options 69,016 156 (183) Total interest rate contracts 3,063,888 16,649 (15,752) 426 (3,008) 465 (588) - - - 21 - (20) - 17,363 (19,145) - 156 (183) - 17,540 (19,348) Spot and forward contracts 668,322 5,774 (6,024) - - - - 19 (16) 5,793 (6,040) - - - - - - - - - Foreign exchange contracts Cross currency swap agreements2 Options Total foreign exchange contracts Commodity contracts Equities Credit default swaps 434,600 6,273 (7,894) 545 13,604 124 (138) - 849 (454) - - - 7,667 (8,339) - 124 (138) 1,116,526 12,171 (14,056) 545 849 (454) 19 (16) 13,584 (14,517) 7,772 270 (235) 202 10,907 3 79 - (78) - - - - - - 270 (235) 3 79 - (78) Total of gross derivatives 4,199,295 29,172 (30,121) 971 (2,999) 1,314 (1,042) (16) 31,476 (34,178) Impact of netting arrangements3 - (7,338) 7,330 (148) 1,711 (167) 226 - (7,653) 9,267 19 - Total of net derivatives 4,199,295 21,834 (22,791) 823 (1,288) 1,147 (816) 19 (16) 23,823 (24,911) - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 9 - 9 - - - - - - - - - 1 The fair value differential of futures contracts are settled daily with the exchange. The notional balance represents open contracts as at 30 September. 2 The unrealised foreign exchange gains or losses on derivatives in hedge relationships are substantially offset by the retranslation at spot exchange rates of the foreign currency denominated debt being hedged. 3 Consists of derivative trades settled directly with central clearing counterparties and their associated variation margin. Refer to Note 24. Notes to the financial statements Note 21. Derivative financial instruments (continued) Credit default swaps The Group buys and sells credit protection through the use of credit default swap (CDS) derivatives. These CDSs either protect the Group (as a buyer) or expose it (as a seller) to the risk of default of the entity referenced by the CDS. The CDSs are predominantly executed with other financial institutions and are entered into to facilitate institutional customer transactions and to manage the Group’s credit risk exposures. The notional amount and fair value of CDSs are presented in the following table for both the Group and the Parent Entity: $m Credit protection bought Credit protection sold Total Note 22. Financial risk 2018 2017 Notional Amount Fair value Asset Liability Notional Amount Fair value Asset Liability 6,895 6,641 13,536 3 99 102 (101) - (101) 5,630 5,277 10,907 5 74 79 (78) - (78) Financial instruments are fundamental to the Group’s business of providing banking and financial services. The associated financial risks (including credit risk, funding and liquidity risk and market risk) are a significant proportion of the total risks faced by the Group. This note details the financial risk management policies, practices and quantitative information of the Group’s principal financial risk exposures. Principal financial risks Overview Credit risk The risk of financial loss where a customer or counterparty fails to meet their financial obligations. Note name Risk management frameworks Credit risk ratings system Note number 22.1 22.2.1 Credit risk mitigation, collateral and other credit enhancements 22.2.2 Credit risk concentrations Credit quality of financial assets Financial assets that are past due, but not impaired 22.2.3 22.2.4 22.2.5 Items 90 days past due, or otherwise in default, and not impaired 22.2.6 Funding and liquidity risk The risk that the Group will be unable to fund assets and meet obligations as they become due. Market risk The risk of an adverse impact on earnings resulting from changes in market factors, such as foreign exchange rates, interest rates, commodity prices and equity prices. Impaired loans Collateral held Liquidity modelling Sources of liquidity Assets pledged as collateral Contractual maturity of financial liabilities Expected maturity Value-at-Risk (VaR) Traded market risk Non-traded market risk 22.2.7 22.2.8 22.3.1 22.3.2 22.3.3 22.3.4 22.3.5 22.4.1 22.4.2 22.4.3 3 196 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 197   Notes to the financial statements Note 22. Financial risk (continued)  For each of its primary financial risks, the Group maintains risk management frameworks and a number of supporting policies that define roles and responsibilities, acceptable practices, limits and key controls: 22.1 Risk management frameworks The Board is responsible for approving the Westpac Group Risk Management Strategy and Westpac Group Risk Appetite Statement and for monitoring the effectiveness of risk management by the Westpac Group. The Board has delegated to the Board Risk and Compliance Committee (BRCC) responsibility to:  review and recommend the Westpac Group Risk Management Strategy and Westpac Group Risk Appetite Statement to the Board for approval; set risk appetite consistent with the Group Risk Appetite Statement; approve frameworks, policies and processes for managing risk (consistent with the Westpac Group Risk Management Strategy and Westpac Group Risk Appetite Statement); and review and, where appropriate, approve risks beyond the approval discretion provided to management. Note 22. Financial risk (continued) Risk Market risk Risk management framework and controls  The Market Risk Framework describes the Group’s approach to managing traded and non-traded market risk. Notes to the financial statements  Traded market risk includes interest rate, foreign exchange, commodity, equity price, credit spread and volatility risks. Non-traded market risk includes interest rate and credit spread risks.  Market risk is managed using VaR limits, Net interest income at risk (NaR) and structural risk limits (including credit spread and interest rate basis point value limits) as well as scenario analysis and  The BRCC approves the risk appetite for traded and non-traded risks through the use of VaR, NaR stress testing. and specific structural risk limits.  Westpac Group Market Risk Committee (MARCO) has approved separate VaR sub-limits for the trading activities of Financial Markets and Treasury and for Asset and Liability Management (ALM) activities.  Market risk limits are assigned to business managers based upon business strategies, experience, and the consideration of market liquidity and the concentration of risks.  Market risk positions are managed by the trading desks and ALM unit consistent with their delegated authorities and the nature and scale of the market risks involved.  Daily monitoring of current exposure and limit utilisation is conducted independently by the Market Risk unit, which monitors market risk exposures against VaR and structural risk limits. Daily VaR position reports are produced by risk type, by product lines and by geographic region. Quarterly reports are produced for the MARCO, RISKCO and the BRCC.  Daily stress testing and backtesting of VaR results are performed to support model integrity and to analyse extreme or unexpected movements. A review of both the potential profit and loss outcomes is also undertaken to monitor any skew created by the historical data. MARCO has ratified an  The BRCC has approved a framework for profit or loss escalation which considers both single day approved escalation framework. and 20 day cumulative results.  Treasury’s ALM unit is responsible for managing the non-traded interest rate risk including risk mitigation through hedging using derivatives. This is overseen by the Market Risk unit and reviewed by MARCO, RISKCO and BRCC. Further details regarding the Group’s principal risks including our strategic approach to their management is contained within the Corporate governance statement in Section 1 and the Risk and risk management section in Section 2. The principal objective of the credit risk rating system is to reliably assess the credit risk to which the Group is exposed. The 22.2 Credit Risk 22.2.1 Credit risk ratings system Group has two main approaches to this assessment. Transaction-managed customers The Group assigns a Customer Risk Grade (CRG) to each customer, corresponding to their expected PD. Each facility is assigned an LGD. The Group’s risk rating system has a tiered scale of risk grades for both non-defaulted customers and defaulted customers. Non-defaulted CRGs are mapped to Moody’s and S&P Global Ratings (S&P) external senior ranking unsecured ratings. Risk Credit risk Risk management framework and controls  The Credit Risk Management Framework describes the principles, methodologies, systems, roles and responsibilities, reports and key controls for managing credit risk.  The BRCC, Westpac Group Executive Risk Committee (RISKCO) and Westpac Group Credit Risk Committee (CREDCO) monitor the risk profile, performance and management of the Group’s credit portfolio and the development and review of key credit risk policies.  The Credit Risk Rating System Policy describes the credit risk rating system philosophy, design, key features and uses of rating outcomes.  All models materially impacting the risk rating process are periodically reviewed in accordance with Westpac’s model risk policies.  An annual review is performed of the Credit Risk Rating System by the BRCC and CREDCO.  Specific credit risk estimates (including probability of default (PD), loss given default (LGD) and exposure at default (EAD) levels) are overseen, reviewed annually and supported by the Credit Risk Estimates Committee (a subcommittee of CREDCO) prior to approval under delegated authority from the Chief Risk Officer.  Policies for the delegation of credit approval authorities and formal limits for the extension of credit are established throughout the Group.  Credit manuals are established throughout the Group including policies governing the origination, evaluation, approval, documentation, settlement and ongoing management of credit risks.  Sector policies guide credit extension where industry-specific guidelines are considered necessary (e.g. acceptable financial ratios or permitted collateral).  The Related Entity Risk Management Framework and supporting policies govern credit exposures to related entities, to minimise the spread of credit risk between Group entities and to comply with prudential requirements prescribed by APRA.  The Liquidity Risk Management Framework sets out the Group’s approach to managing liquidity risk. It is part of the Group’s board-approved Risk Management Strategy and sets out the Group’s liquidity risk appetite, roles and responsibilities of key people, managing liquidity risk within the Group, risk reporting and control processes, limits and targets for minimum liquid asset holdings and the wholesale funding and ratios used to manage the Group’s balance sheet.  The Group’s Treasury function is responsible for managing funding and liquidity including managing the balance sheet against approved limits and targets and managing the Group’s funding base so that it is appropriately maintained, stable and diversified. Group Treasury manages a portfolio of liquid assets held by the Group for several purposes, including as a buffer against unforeseen funding requirements. The level of liquid assets held takes into account the liquidity requirements of Westpac’s balance sheet under normal and stress conditions.  Daily liquidity risk reports are reviewed by Treasury and the Group’s Liquidity risk teams. Liquidity reports are presented to ALCO monthly and to the BRCC quarterly.  Group Treasury undertakes an annual funding review that outlines the Group’s balance sheet funding strategy over a three year period. This review encompasses trends in global markets, peer analysis, wholesale funding capacity, expected funding requirements and a funding risk analysis. This strategy is continuously reviewed to take account of changing market conditions, investor sentiment and estimations of asset and liability growth rates.  Group Treasury also maintains a contingent funding plan that outlines the steps that should be taken by the Group in the event of an emerging ‘funding crisis’. The plan is aligned with Westpac’s broader Liquidity Crisis Management Policy which is approved annually by the Board. Funding and liquidity risk 198 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 199 Notes to the financial statements Note 22. Financial risk (continued) 22.1 Risk management frameworks The Board is responsible for approving the Westpac Group Risk Management Strategy and Westpac Group Risk Appetite Statement and for monitoring the effectiveness of risk management by the Westpac Group. The Board has delegated to the Board Risk and Compliance Committee (BRCC) responsibility to: review and recommend the Westpac Group Risk Management Strategy and Westpac Group Risk Appetite Statement to the Board for approval; set risk appetite consistent with the Group Risk Appetite Statement; approve frameworks, policies and processes for managing risk (consistent with the Westpac Group Risk Management Strategy and Westpac Group Risk Appetite Statement); and review and, where appropriate, approve risks beyond the approval discretion provided to management. For each of its primary financial risks, the Group maintains risk management frameworks and a number of supporting policies that define roles and responsibilities, acceptable practices, limits and key controls:     Risk Credit risk Risk management framework and controls  The Credit Risk Management Framework describes the principles, methodologies, systems, roles and responsibilities, reports and key controls for managing credit risk.  The BRCC, Westpac Group Executive Risk Committee (RISKCO) and Westpac Group Credit Risk Committee (CREDCO) monitor the risk profile, performance and management of the Group’s credit portfolio and the development and review of key credit risk policies.  The Credit Risk Rating System Policy describes the credit risk rating system philosophy, design, key  All models materially impacting the risk rating process are periodically reviewed in accordance with features and uses of rating outcomes. Westpac’s model risk policies.  An annual review is performed of the Credit Risk Rating System by the BRCC and CREDCO.  Specific credit risk estimates (including probability of default (PD), loss given default (LGD) and exposure at default (EAD) levels) are overseen, reviewed annually and supported by the Credit Risk Estimates Committee (a subcommittee of CREDCO) prior to approval under delegated authority from  Policies for the delegation of credit approval authorities and formal limits for the extension of credit the Chief Risk Officer. are established throughout the Group.  Credit manuals are established throughout the Group including policies governing the origination, evaluation, approval, documentation, settlement and ongoing management of credit risks.  Sector policies guide credit extension where industry-specific guidelines are considered necessary (e.g. acceptable financial ratios or permitted collateral).  The Related Entity Risk Management Framework and supporting policies govern credit exposures to related entities, to minimise the spread of credit risk between Group entities and to comply with prudential requirements prescribed by APRA. It is part of the Group’s board-approved Risk Management Strategy and sets out the Group’s liquidity risk appetite, roles and responsibilities of key people, managing liquidity risk within the Group, risk reporting and control processes, limits and targets for minimum liquid asset holdings and the wholesale funding and ratios used to manage the Group’s balance sheet.  The Group’s Treasury function is responsible for managing funding and liquidity including managing the balance sheet against approved limits and targets and managing the Group’s funding base so that it is appropriately maintained, stable and diversified. Group Treasury manages a portfolio of liquid assets held by the Group for several purposes, including as a buffer against unforeseen funding requirements. The level of liquid assets held takes into account the liquidity requirements of Westpac’s balance sheet under normal and stress conditions.  Daily liquidity risk reports are reviewed by Treasury and the Group’s Liquidity risk teams. Liquidity reports are presented to ALCO monthly and to the BRCC quarterly.  Group Treasury undertakes an annual funding review that outlines the Group’s balance sheet funding strategy over a three year period. This review encompasses trends in global markets, peer analysis, wholesale funding capacity, expected funding requirements and a funding risk analysis. This strategy is continuously reviewed to take account of changing market conditions, investor sentiment and estimations of asset and liability growth rates.  Group Treasury also maintains a contingent funding plan that outlines the steps that should be taken by the Group in the event of an emerging ‘funding crisis’. The plan is aligned with Westpac’s broader Liquidity Crisis Management Policy which is approved annually by the Board. Funding and liquidity  The Liquidity Risk Management Framework sets out the Group’s approach to managing liquidity risk. risk Note 22. Financial risk (continued) Risk Market risk Risk management framework and controls  The Market Risk Framework describes the Group’s approach to managing traded and non-traded market risk. Notes to the financial statements  Traded market risk includes interest rate, foreign exchange, commodity, equity price, credit spread and volatility risks. Non-traded market risk includes interest rate and credit spread risks.  Market risk is managed using VaR limits, Net interest income at risk (NaR) and structural risk limits (including credit spread and interest rate basis point value limits) as well as scenario analysis and stress testing.  The BRCC approves the risk appetite for traded and non-traded risks through the use of VaR, NaR and specific structural risk limits.  Westpac Group Market Risk Committee (MARCO) has approved separate VaR sub-limits for the trading activities of Financial Markets and Treasury and for Asset and Liability Management (ALM) activities.  Market risk limits are assigned to business managers based upon business strategies, experience, and the consideration of market liquidity and the concentration of risks.  Market risk positions are managed by the trading desks and ALM unit consistent with their delegated authorities and the nature and scale of the market risks involved.  Daily monitoring of current exposure and limit utilisation is conducted independently by the Market Risk unit, which monitors market risk exposures against VaR and structural risk limits. Daily VaR position reports are produced by risk type, by product lines and by geographic region. Quarterly reports are produced for the MARCO, RISKCO and the BRCC.  Daily stress testing and backtesting of VaR results are performed to support model integrity and to analyse extreme or unexpected movements. A review of both the potential profit and loss outcomes is also undertaken to monitor any skew created by the historical data. MARCO has ratified an approved escalation framework.  The BRCC has approved a framework for profit or loss escalation which considers both single day and 20 day cumulative results.  Treasury’s ALM unit is responsible for managing the non-traded interest rate risk including risk mitigation through hedging using derivatives. This is overseen by the Market Risk unit and reviewed by MARCO, RISKCO and BRCC. Further details regarding the Group’s principal risks including our strategic approach to their management is contained within the Corporate governance statement in Section 1 and the Risk and risk management section in Section 2. 22.2 Credit Risk 22.2.1 Credit risk ratings system The principal objective of the credit risk rating system is to reliably assess the credit risk to which the Group is exposed. The Group has two main approaches to this assessment. Transaction-managed customers The Group assigns a Customer Risk Grade (CRG) to each customer, corresponding to their expected PD. Each facility is assigned an LGD. The Group’s risk rating system has a tiered scale of risk grades for both non-defaulted customers and defaulted customers. Non-defaulted CRGs are mapped to Moody’s and S&P Global Ratings (S&P) external senior ranking unsecured ratings. 3 198 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 199 Notes to the financial statements Note 22. Financial risk (continued) Customer risk grades The table below maps the Group’s high level CRGs to their corresponding external rating. Financial statement disclosure Westpac CRG Moody’s Rating Notes to the financial statements Note 22. Financial risk (continued) Management of risk mitigation The Group mitigates credit risk through controls covering: Collateral and valuation The estimated realisable value of collateral held in support of loans is based on a management combination of: S&P Rating AAA – AA– A+ – A– BBB+ – BBB– BB+ – B+ Aaa – Aa3 A1 – A3 Baa1 – Baa3 Ba1 – B1 Westpac Rating Watchlist Special Mention Substandard/Default Default Strong Good/satisfactory Weak Weak/default/non-performing A B C D E F G H  formal valuations currently held for such collateral; and  management’s assessment of the estimated realisable value of all collateral held. This analysis also takes into consideration any other relevant knowledge available to management at the time. Updated valuations are obtained when appropriate. The Group revalues collateral related to financial markets positions on a daily basis and has formal processes in place to promptly call for collateral top-ups, if required. These processes include margining for non-centrally cleared customer derivatives as regulated by Australian Prudential Standard CPS226. The collateralisation arrangements are documented via the Credit Support Annex of the International Swaps and Derivatives Association (ISDA) dealing agreements. In relation to financial markets positions, Westpac only recognises collateral which is:    cash, primarily in Australian dollars (AUD), New Zealand dollars (NZD), US dollars (USD), Canadian dollars (CAD), British pounds (GBP) or European Union euro (EUR); bonds issued by Australian Commonwealth, State and Territory governments or their Public Sector Enterprises, provided these attract a zero risk-weighting under Australian Prudential Standard (APS) 112; securities issued by other specified Aa3 / AA– or better rated sovereign governments. Westpac has a credit exposure):  Sovereign;  Australia and New Zealand public sector;  ADIs and overseas banks with a minimum risk grade equivalent of A3 / A–; and  Others with a minimum risk grade equivalent of A3 / A–. Credit Portfolio Management (CPM) manages the Group’s corporate, sovereign and bank credit portfolios through monitoring the exposure and any offsetting hedge positions. CPM purchases credit protection from entities meeting the criteria above and sells credit protection to diversify the Group’s credit risk. Creditworthy customers domiciled in Australia and New Zealand may enter into formal agreements with the Group, permitting the Group to set-off gross credit and debit balances in their nominated accounts. Cross-border set-offs are not permitted. Close-out netting is undertaken with counterparties with whom the Group has entered into a legally enforceable master netting agreement for their off-balance sheet financial market transactions in the event of default. Further details of offsetting are provided in Note 24. Central clearing The Group executes derivative transactions through central clearing counterparties. Central clearing counterparties mitigate risk through stringent membership requirements, the collection of margin against all trades placed, the default fund, and an explicitly defined order of priority of payments in the event of default. Program-managed portfolio Customers that are not transaction-managed are grouped into pools of similar risk. Pools are created by analysing similar risk characteristics that have historically predicted that an account is likely to go into default. Customers grouped according to these predictive characteristics are assigned a PD and LGD relative to their pool. The credit quality of these pools is based on a combination of delinquency trends, PD estimates and loan to valuation ratio (housing loans only). 22.2.2 Credit risk mitigation, collateral and other credit enhancements Westpac uses a variety of techniques to reduce the credit risk arising from its lending activities. This includes the Group establishing that it has direct, irrevocable and unconditional recourse to collateral and other credit enhancements through obtaining legally enforceable documentation. Other credit enhancements The Group only recognises guarantees, standby letters of credit, or credit derivative protection from the following entities (provided they are not related to the entity with which Collateral The table below describes the nature of collateral or security held for each relevant class of financial asset: Loans – housing and personal1 Housing loans are secured by a mortgage over property and additional security may take the form of guarantees and deposits. Loans – business1 Trading securities, financial assets designated at fair value and derivatives Personal lending (including credit cards and overdrafts) is predominantly unsecured. Where security is taken, it is restricted to eligible motor vehicles, caravans, campers, motor homes and boats. Business loans may be secured, partially secured or unsecured. Security is typically taken by way of a mortgage over property and/or a general security agreement over business assets or other assets. Other security such as guarantees, standby letters of credit or derivative protection may also be taken as collateral, if appropriate. These exposures are carried at fair value which reflects the credit risk. For trading securities, no collateral is sought directly from the issuer or counterparty; however this may be implicit in the terms of the instrument (such as an asset-backed security). The terms of debt securities may include collateralisation. For derivatives, master netting agreements are typically used to enable the effects of derivative assets and liabilities with the same counterparty to be offset when measuring these exposures. Additionally, collateralisation agreements are also typically entered into with major institutional counterparties to avoid the potential build-up of excessive mark-to- market positions. Derivative transactions are increasingly being cleared through central clearers. Offsetting 1 This includes collateral held in relation to associated credit commitments. 200 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 201 Notes to the financial statements Note 22. Financial risk (continued) Customer risk grades The table below maps the Group’s high level CRGs to their corresponding external rating. Financial statement disclosure Westpac CRG Moody’s Rating Strong Weak Good/satisfactory Weak/default/non-performing Program-managed portfolio A B C D E F G H Aaa – Aa3 A1 – A3 Baa1 – Baa3 Ba1 – B1 S&P Rating AAA – AA– A+ – A– BBB+ – BBB– BB+ – B+ Westpac Rating Watchlist Special Mention Substandard/Default Default Note 22. Financial risk (continued) Management of risk mitigation The Group mitigates credit risk through controls covering: Notes to the financial statements Collateral and valuation management Customers that are not transaction-managed are grouped into pools of similar risk. Pools are created by analysing similar risk characteristics that have historically predicted that an account is likely to go into default. Customers grouped according to these predictive characteristics are assigned a PD and LGD relative to their pool. The credit quality of these pools is based on a combination of delinquency trends, PD estimates and loan to valuation ratio (housing loans only). 22.2.2 Credit risk mitigation, collateral and other credit enhancements Westpac uses a variety of techniques to reduce the credit risk arising from its lending activities. This includes the Group establishing that it has direct, irrevocable and unconditional recourse to collateral and other credit Other credit enhancements enhancements through obtaining legally enforceable documentation. Collateral The table below describes the nature of collateral or security held for each relevant class of financial asset: Loans – housing and personal1 Housing loans are secured by a mortgage over property and additional security may take the form of guarantees and deposits. Personal lending (including credit cards and overdrafts) is predominantly unsecured. Where security is taken, it is restricted to eligible motor vehicles, caravans, campers, motor homes Loans – business1 Business loans may be secured, partially secured or unsecured. Security is typically taken by way of a mortgage over property and/or a general security agreement over business assets and boats. or other assets. Trading securities, financial These exposures are carried at fair value which reflects the credit risk. Other security such as guarantees, standby letters of credit or derivative protection may also be taken as collateral, if appropriate. Offsetting assets designated at fair value and derivatives Central clearing For trading securities, no collateral is sought directly from the issuer or counterparty; however this may be implicit in the terms of the instrument (such as an asset-backed security). The terms of debt securities may include collateralisation. For derivatives, master netting agreements are typically used to enable the effects of derivative assets and liabilities with the same counterparty to be offset when measuring these exposures. Additionally, collateralisation agreements are also typically entered into with major institutional counterparties to avoid the potential build-up of excessive mark-to- market positions. Derivative transactions are increasingly being cleared through central clearers. The estimated realisable value of collateral held in support of loans is based on a combination of:   management’s assessment of the estimated realisable value of all collateral held. formal valuations currently held for such collateral; and This analysis also takes into consideration any other relevant knowledge available to management at the time. Updated valuations are obtained when appropriate. The Group revalues collateral related to financial markets positions on a daily basis and has formal processes in place to promptly call for collateral top-ups, if required. These processes include margining for non-centrally cleared customer derivatives as regulated by Australian Prudential Standard CPS226. The collateralisation arrangements are documented via the Credit Support Annex of the International Swaps and Derivatives Association (ISDA) dealing agreements. In relation to financial markets positions, Westpac only recognises collateral which is:  cash, primarily in Australian dollars (AUD), New Zealand dollars (NZD), US dollars (USD), Canadian dollars (CAD), British pounds (GBP) or European Union euro (EUR);  bonds issued by Australian Commonwealth, State and Territory governments or their Public Sector Enterprises, provided these attract a zero risk-weighting under Australian Prudential Standard (APS) 112; securities issued by other specified Aa3 / AA– or better rated sovereign governments.  The Group only recognises guarantees, standby letters of credit, or credit derivative protection from the following entities (provided they are not related to the entity with which Westpac has a credit exposure):  Sovereign;  Australia and New Zealand public sector;  ADIs and overseas banks with a minimum risk grade equivalent of A3 / A–; and  Others with a minimum risk grade equivalent of A3 / A–. Credit Portfolio Management (CPM) manages the Group’s corporate, sovereign and bank credit portfolios through monitoring the exposure and any offsetting hedge positions. CPM purchases credit protection from entities meeting the criteria above and sells credit protection to diversify the Group’s credit risk. Creditworthy customers domiciled in Australia and New Zealand may enter into formal agreements with the Group, permitting the Group to set-off gross credit and debit balances in their nominated accounts. Cross-border set-offs are not permitted. Close-out netting is undertaken with counterparties with whom the Group has entered into a legally enforceable master netting agreement for their off-balance sheet financial market transactions in the event of default. 3 Further details of offsetting are provided in Note 24. The Group executes derivative transactions through central clearing counterparties. Central clearing counterparties mitigate risk through stringent membership requirements, the collection of margin against all trades placed, the default fund, and an explicitly defined order of priority of payments in the event of default. 1 This includes collateral held in relation to associated credit commitments. 200 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 201 Notes to the financial statements Note 22. Financial risk (continued) 22.2.3 Credit risk concentrations Credit risk is concentrated when a number of counterparties are engaged in similar activities, have similar economic characteristics and thus may be similarly affected by changes in economic or other conditions. The Group monitors its credit portfolio to manage risk concentrations and rebalance the portfolio. Individual customers or groups of related customers The Group has large exposure limits governing the aggregate size of credit exposure normally acceptable to individual customers and groups of related customers. These limits are tiered by customer risk grade. Specific industries Exposures to businesses, governments and other financial institutions are classified into a number of industry clusters based on related Australian and New Zealand Standard Industrial Classification (ANZSIC) codes and are monitored against the Group’s industry risk appetite limits. Individual countries The Group has limits governing risks related to individual countries, such as political situations, government policies and economic conditions that may adversely affect either a customer’s ability to meet its obligations to the Group, or the Group’s ability to realise its assets in a particular country. Maximum exposure to credit risk The carrying amount of on-balance sheet financial assets (which comprises receivables due from financial institutions; trading securities and financial assets designated at fair value; derivatives; available-for-sale securities; loans; and regulatory deposits with central banks overseas) and undrawn credit commitments represents the maximum exposure to credit risk (excluding any collateral received), as set out in the following tables. The following tables set out the credit risk concentrations to which the Group and the Parent Entity are exposed for on-balance sheet financial assets and for undrawn credit commitments. Cash and balances with central banks are excluded as it is not considered to give rise to material credit risk. Life insurance assets are excluded as primarily the credit risk is passed on to the policyholder and backed by the policyholder liabilities. The balances for trading securities and financial assets designated at fair value and available-for-sale securities exclude equity securities as the primary financial risk is not credit risk. Property services and business services The credit concentrations for each significant class of financial asset are: Trading securities and financial assets designated at fair value (Note 11) Available-for-sale securities (Note12)       40% (2017: 52%) were issued by financial institutions for the Group; 39% (2017: 50%) for the Parent Entity. 56% (2017: 45%) were issued by government or semi-government authorities for the Group; 58% (2017: 47%) for the Parent Entity. 76% (2017: 76%) were held in Australia by the Group; 80% (2017: 81%) by the Parent Entity. 27% (2017: 26%) were issued by financial institutions for the Group; 28% (2017: 27%) for the Parent Entity. 73% (2017: 74%) were issued by government or semi-government authorities for the Group; 72% (2017: 73%) for the Parent Entity. 89% (2017: 90%) were held in Australia by the Group; 96% (2017: 98%) by the Parent Entity. Loans (Note 13)  Note 13 provides a detailed breakdown of loans by industry and geographic Derivative financial instruments (Note 21) classification.   79% (2017: 77%) were issued by financial institutions for both the Group and Parent Entity. 84% (2017: 86%) were held in Australia by the Group; 86% (2017: 86%) by the Parent Entity. Note 22. Financial risk (continued) Consolidated $m Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Property services and business services Mining Property Services Trade Transport and storage Utilities Retail lending Other Total Australia New Zealand Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Services Trade Transport and storage Utilities Retail lending Other Total New Zealand Other overseas Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Property services and business services Mining Property Services Trade Transport and storage Utilities Retail lending Other Total other overseas Total gross credit risk Notes to the financial statements 2018 Undrawn Total on credit balance commit- 2017 Undrawn Total on credit balance commit- sheet ments Total sheet ments Total 8,306 8,651 6,756 57,153 49,830 9,968 3,637 45,814 13,561 12,297 16,809 9,587 5,281 1,404 2,035 3,324 7,781 728 5,738 3,079 12,309 5,596 5,700 7,951 4,958 3,471 9,710 10,686 10,080 64,934 50,558 15,706 6,716 58,123 19,157 17,997 24,760 14,545 8,752 8,189 8,193 6,050 59,432 49,341 9,784 3,411 43,640 12,119 13,198 16,401 9,554 6,418 1,468 2,155 3,666 8,415 813 6,186 3,568 12,046 5,145 6,082 8,712 6,038 4,216 9,657 10,348 9,716 67,847 50,154 15,970 6,979 55,686 17,264 19,280 25,113 15,592 10,634 463,609 86,421 550,030 451,315 88,363 539,678 6,781 1,597 8,378 4,360 1,519 5,879 718,040 152,092 870,132 701,405 158,392 859,797 46,614 12,114 58,728 45,190 11,995 57,185 1 245 246 3 227 230 84,023 22,855 106,878 82,780 23,090 105,870 323 8,188 504 6,919 4,767 2,307 213 6,236 1,108 1,758 2,568 1,102 1,415 112 19 71 7,845 4,246 3,364 353 467 1,754 207 2,993 1,232 763 683 178 39 684 429 1,437 691 1,577 101 1,035 512 613 1,023 791 1,564 12 1 121 3,454 50 4,849 1,793 3,330 57 733 448 222 329 45 6 362 8,872 933 8,356 5,458 3,884 314 7,271 1,620 2,371 3,591 1,893 2,979 124 20 192 11,299 4,296 8,213 2,146 524 2,487 655 6,323 1,454 1,092 728 184 290 7,809 450 7,626 5,051 2,185 144 5,901 1,142 1,834 2,215 1,118 1,822 97 5 55 7,713 3,071 3,107 378 491 542 205 2,680 1,426 544 657 78 42 745 397 2,038 549 1,527 197 1,039 405 604 1,176 847 1,302 13 1 242 1 4,259 1,518 2,458 40 508 105 437 260 37 8 332 8,554 847 9,664 5,600 3,712 341 6,940 1,547 2,438 3,391 1,965 3,124 110 6 297 3,072 7,366 1,896 531 1,050 310 5,138 1,863 804 694 86 3,182 10,895 24,287 15,450 39,737 21,049 13,069 34,118 826,350 190,397 1,016,747 805,234 194,551 999,785 202 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 203 Notes to the financial statements Note 22. Financial risk (continued) 22.2.3 Credit risk concentrations Credit risk is concentrated when a number of counterparties are engaged in similar activities, have similar economic characteristics and thus may be similarly affected by changes in economic or other conditions. The Group monitors its credit portfolio to manage risk concentrations and rebalance the portfolio. Individual customers or groups of related customers The Group has large exposure limits governing the aggregate size of credit exposure normally acceptable to individual customers and groups of related customers. These limits are tiered by customer risk grade. Exposures to businesses, governments and other financial institutions are classified into a number of industry clusters based on related Australian and New Zealand Standard Industrial Classification (ANZSIC) codes and are monitored against the The Group has limits governing risks related to individual countries, such as political situations, government policies and economic conditions that may adversely affect either a customer’s ability to meet its obligations to the Group, or the Group’s Specific industries Group’s industry risk appetite limits. Individual countries ability to realise its assets in a particular country. Maximum exposure to credit risk The carrying amount of on-balance sheet financial assets (which comprises receivables due from financial institutions; trading securities and financial assets designated at fair value; derivatives; available-for-sale securities; loans; and regulatory deposits with central banks overseas) and undrawn credit commitments represents the maximum exposure to credit risk (excluding any collateral received), as set out in the following tables. The following tables set out the credit risk concentrations to which the Group and the Parent Entity are exposed for on-balance sheet financial assets and for undrawn credit commitments. Cash and balances with central banks are excluded as it is not considered to give rise to material credit risk. Life insurance assets are excluded as primarily the credit risk is passed on to the policyholder and backed by the policyholder liabilities. The balances for trading securities and financial assets designated at fair value and available-for-sale securities exclude equity securities as the primary financial risk is not credit risk. The credit concentrations for each significant class of financial asset are: Trading securities and financial assets designated at fair value (Note 11) 40% (2017: 52%) were issued by financial institutions for the Group; 39% (2017: 50%) for the Parent Entity. 56% (2017: 45%) were issued by government or semi-government authorities for the Group; 58% (2017: 47%) for the Parent Entity. 76% (2017: 76%) were held in Australia by the Group; 80% (2017: 81%) by the Parent Entity. Available-for-sale securities (Note12) 27% (2017: 26%) were issued by financial institutions for the Group; 28% (2017: 27%) for the Parent Entity. 73% (2017: 74%) were issued by government or semi-government authorities for the Group; 72% (2017: 73%) for the Parent Entity. 89% (2017: 90%) were held in Australia by the Group; 96% (2017: 98%) by the Loans (Note 13)  Note 13 provides a detailed breakdown of loans by industry and geographic Derivative financial instruments 79% (2017: 77%) were issued by financial institutions for both the Group and (Note 21) 84% (2017: 86%) were held in Australia by the Group; 86% (2017: 86%) by the Parent Entity. classification. Parent Entity. Parent Entity.         Note 22. Financial risk (continued) Notes to the financial statements Consolidated $m Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total Australia New Zealand Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total New Zealand Other overseas Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total other overseas Total gross credit risk 2017 Undrawn credit commit- ments Total on balance sheet Total Total 2018 Undrawn credit Total on balance commit- ments sheet 8,306 8,651 6,756 57,153 49,830 9,968 3,637 45,814 13,561 12,297 16,809 9,587 5,281 463,609 6,781 1,404 2,035 3,324 7,781 728 5,738 3,079 12,309 5,596 5,700 7,951 4,958 3,471 86,421 1,597 718,040 152,092 323 8,188 504 6,919 4,767 2,307 213 6,236 1,108 1,758 2,568 1,102 1,415 46,614 1 84,023 39 684 429 1,437 691 1,577 101 1,035 512 613 1,023 791 1,564 12,114 245 22,855 9,710 10,686 10,080 64,934 50,558 15,706 6,716 58,123 19,157 17,997 24,760 14,545 8,752 8,189 8,193 6,050 59,432 49,341 9,784 3,411 43,640 12,119 13,198 16,401 9,554 6,418 550,030 451,315 4,360 870,132 701,405 8,378 362 8,872 933 8,356 5,458 3,884 314 7,271 1,620 2,371 3,591 1,893 2,979 58,728 246 106,878 290 7,809 450 7,626 5,051 2,185 144 5,901 1,142 1,834 2,215 1,118 1,822 45,190 3 82,780 112 19 71 7,845 4,246 3,364 353 467 1,754 207 2,993 1,232 763 683 178 24,287 97 5 55 7,713 3,071 3,107 378 491 542 205 2,680 1,426 544 657 78 21,049 826,350 190,397 1,016,747 805,234 12 1 121 3,454 50 4,849 1,793 57 733 448 3,330 222 329 45 6 15,450 124 20 192 11,299 4,296 8,213 2,146 524 2,487 655 6,323 1,454 1,092 728 184 39,737 1,468 2,155 3,666 8,415 813 6,186 3,568 12,046 5,145 6,082 8,712 6,038 4,216 9,657 10,348 9,716 67,847 50,154 15,970 6,979 55,686 17,264 19,280 25,113 15,592 10,634 88,363 539,678 5,879 158,392 859,797 1,519 42 745 397 2,038 549 1,527 197 1,039 405 604 1,176 847 1,302 11,995 227 332 8,554 847 9,664 5,600 3,712 341 6,940 1,547 2,438 3,391 1,965 3,124 57,185 230 23,090 105,870 13 1 242 3,182 1 4,259 1,518 40 508 105 2,458 437 260 37 8 13,069 110 6 297 10,895 3,072 7,366 1,896 531 1,050 310 5,138 1,863 804 694 86 34,118 194,551 999,785 3 202 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 203 Notes to the financial statements Note 22. Financial risk (continued) Parent Entity $m Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total Australia New Zealand Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total New Zealand Other overseas Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Mining Property Property services and business services Services Trade Transport and storage Utilities Retail lending Other Total other overseas Total gross credit risk 2018 Undrawn credit commit- ments Total on balance sheet 2017 Undrawn credit commit- ments Total on balance sheet Total Note 22. Financial risk (continued) 22.2.4 Credit quality of financial assets Total An asset is considered to be past due when any payment under the contractual terms has been missed. The entire contractual balance is considered to be past due, rather than only the overdue portion. Assets may be overdue for a number of reasons, including late payments or incomplete documentation. Late payment may be influenced by the timing of weekends and holidays. This does not always align with the underlying basis by which credit risk is managed. Notes to the financial statements 8,237 8,593 6,252 56,687 49,824 9,742 3,605 45,812 12,517 12,029 16,598 9,190 5,255 462,568 5,949 712,858 - 52 7 2,761 994 206 7 52 43 25 322 73 372 1 1 4,916 1,404 2,035 3,324 7,781 728 5,738 3,078 12,309 5,595 5,700 7,949 4,957 3,471 8,110 9,641 8,073 10,628 5,447 9,576 58,589 64,468 49,330 50,552 9,511 15,480 3,371 6,683 43,641 58,121 11,047 18,112 12,853 17,729 16,098 24,547 9,097 14,147 6,386 8,726 86,421 548,989 449,207 3,385 7,523 152,064 864,922 694,145 1,574 1,468 2,155 3,666 8,415 813 6,186 3,568 12,043 5,143 6,081 8,691 6,038 4,216 9,578 10,228 9,113 67,004 50,143 15,697 6,939 55,684 16,190 18,934 24,789 15,135 10,602 88,362 537,569 4,903 158,363 852,508 1,518 - 7 22 50 29 97 1 8 31 44 234 87 146 19 1 776 - 59 29 2,811 1,023 303 8 60 74 69 556 160 518 20 2 5,692 - 38 6 3,230 929 183 3 43 38 25 269 38 498 - 5 5,305 - 7 13 56 23 110 3 10 57 64 216 89 128 33 4 813 - 45 19 3,286 952 293 6 53 95 89 485 127 626 33 9 6,118 70 4 59 7,641 3,469 3,359 354 234 1,665 188 2,807 1,127 761 277 99 22,114 739,888 12 1 113 3,442 50 4,741 1,791 31 730 445 3,216 214 329 40 4 15,159 88 82 4 5 44 172 7,420 11,083 2,449 3,519 3,089 8,100 378 2,145 288 265 527 2,395 74 633 2,446 6,023 1,196 1,341 538 1,090 280 317 82 103 18,903 37,273 167,999 907,887 718,353 13 1 237 3,161 1 4,166 1,516 34 507 101 2,354 414 259 34 5 12,803 101 5 281 10,581 2,450 7,255 1,894 322 1,034 175 4,800 1,610 797 314 87 31,706 171,979 890,332 The tables below segregate the financial assets of the Group and Parent Entity between financial assets that are neither past due nor impaired, past due but not impaired and impaired. The credit quality of financial assets that are neither past due nor impaired is determined by reference to the credit risk ratings system (refer to Note 22.2.1). Neither past due nor impaired Good/ Past due but not Strong Satisfactory Weak Total impaired Impaired Total provision Impairment carrying Total value other financial institutions 5,775 15 - 5,790 - 5,790 - 5,790 21,720 23,692 60,229 145 406 506 - 3 - 21,865 24,101 60,735 - - - 21,865 24,101 60,735 - - - 21,865 24,101 60,735 Loans - housing and personal 379,383 114,627 4,365 498,375 16,162 687 515,224 Loans - business 90,408 97,369 4,481 192,258 4,293 729 197,280 (1,303) (1,511) 513,921 195,769 1,122 4,064 233 392 - 18 1,355 4,474 - 37 - 3 1,355 4,514 - - 1,355 4,514 586,393 213,693 8,867 808,953 20,492 1,419 830,864 (2,814) 828,050 Neither past due nor impaired Good/ Past due but not Strong Satisfactory Weak Total impaired Impaired Total provision Impairment carrying Total value other financial institutions 7,119 9 - 7,128 - 7,128 - 7,128 24,973 23,184 59,752 22 815 493 - 33 - 24,995 24,032 60,245 - 1 - 24,995 24,033 60,245 - - - 24,995 24,033 60,245 Loans - housing and personal 363,026 113,363 3,542 479,931 16,539 Loans - business 86,437 95,556 4,507 186,500 3,273 681 861 497,151 190,634 (1,331) (1,535) 495,820 189,099 814 4,340 234 364 - 14 1,048 4,718 - 34 - 3 1,048 4,755 - - 1,048 4,755 569,645 210,856 8,096 788,597 19,846 1,546 809,989 (2,866) 807,123 Consolidated 2018 $m Receivables due from Trading securities and financial assets designated at fair value1 Derivative financial instruments Available-for-sale securities1 Loans: Regulatory deposits with central banks overseas Other financial assets2 Total Consolidated 2017 $m Receivables due from Trading securities and financial assets designated at fair value1 Derivative financial instruments Available-for-sale securities1 Loans: Regulatory deposits with central banks overseas Other financial assets2 Total3 - - - - - - - - 1 Equity securities are excluded from these balances and as a result the total carrying value will not represent the balance reported on the balance sheet. 2 Other financial assets include accrued interest of $1,276 million (2017: $1,193 million) which is allocated to the relevant credit quality classifications in proportion to the loan balances to which it relates. Securities sold not yet delivered of $1,264 million (2017: $1,408 million) are also included in this balance which is allocated proportionately based on the trading securities balance classifications. 3 Comparatives have been revised for consistency. 204 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 205 Notes to the financial statements Note 22. Financial risk (continued) Parent Entity $m Australia Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Property services and business services Mining Property Services Trade Transport and storage Utilities Retail lending Other Total Australia New Zealand Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Property services and business services Mining Property Services Trade Transport and storage Utilities Retail lending Other Total New Zealand Other overseas Accommodation, cafes and restaurants Agriculture, forestry and fishing Construction Finance and insurance Government, administration and defence Manufacturing Property services and business services Mining Property Services Trade Transport and storage Utilities Retail lending Other Total other overseas Total gross credit risk 2018 Undrawn 2017 Undrawn Total on credit balance commit- Total on credit balance commit- sheet ments Total sheet ments Total 8,237 8,593 6,252 56,687 49,824 9,742 3,605 45,812 12,517 12,029 16,598 9,190 5,255 1,404 2,035 3,324 7,781 728 5,738 3,078 12,309 5,595 5,700 7,949 4,957 3,471 9,641 10,628 9,576 64,468 50,552 15,480 6,683 58,121 18,112 17,729 24,547 14,147 8,726 8,110 8,073 5,447 58,589 49,330 9,511 3,371 43,641 11,047 12,853 16,098 9,097 6,386 1,468 2,155 3,666 8,415 813 6,186 3,568 12,043 5,143 6,081 8,691 6,038 4,216 9,578 10,228 9,113 67,004 50,143 15,697 6,939 55,684 16,190 18,934 24,789 15,135 10,602 462,568 86,421 548,989 449,207 88,362 537,569 5,949 1,574 7,523 3,385 1,518 4,903 712,858 152,064 864,922 694,145 158,363 852,508 - 52 7 2,761 994 206 7 52 43 25 322 73 372 1 1 4,916 70 4 59 7,641 3,469 3,359 354 234 1,665 188 2,807 1,127 761 277 99 - 7 22 50 29 97 1 8 31 44 234 87 146 19 1 776 12 1 113 50 4,741 1,791 3,216 31 730 445 214 329 40 4 - 59 29 2,811 1,023 303 8 60 74 69 556 160 518 20 2 82 5 172 3,519 8,100 2,145 265 2,395 633 6,023 1,341 1,090 317 103 - 38 6 3,230 929 183 3 43 38 25 269 38 498 - 5 88 4 44 7,420 2,449 3,089 378 288 527 74 2,446 1,196 538 280 82 - 7 13 56 23 3 10 57 64 110 216 89 128 33 4 813 13 1 237 1 4,166 1,516 2,354 34 507 101 414 259 34 5 - 45 19 3,286 952 293 6 53 95 89 485 127 626 33 9 101 5 281 2,450 7,255 1,894 322 1,034 175 4,800 1,610 797 314 87 5,692 5,305 6,118 22,114 15,159 37,273 18,903 12,803 31,706 739,888 167,999 907,887 718,353 171,979 890,332 Notes to the financial statements Note 22. Financial risk (continued) 22.2.4 Credit quality of financial assets An asset is considered to be past due when any payment under the contractual terms has been missed. The entire contractual balance is considered to be past due, rather than only the overdue portion. Assets may be overdue for a number of reasons, including late payments or incomplete documentation. Late payment may be influenced by the timing of weekends and holidays. This does not always align with the underlying basis by which credit risk is managed. The tables below segregate the financial assets of the Group and Parent Entity between financial assets that are neither past due nor impaired, past due but not impaired and impaired. The credit quality of financial assets that are neither past due nor impaired is determined by reference to the credit risk ratings system (refer to Note 22.2.1). Consolidated 2018 $m Receivables due from Neither past due nor impaired Good/ Past due but not Strong Satisfactory Weak Total impaired Impaired Total Total Impairment carrying value provision other financial institutions 5,775 15 - 5,790 Trading securities and financial assets designated at fair value1 Derivative financial instruments Available-for-sale securities1 Loans: 21,720 23,692 60,229 145 406 506 - 3 - 21,865 24,101 60,735 - - - - - 5,790 - 5,790 - - - 21,865 24,101 60,735 - - - 21,865 24,101 60,735 Loans - housing and personal 379,383 114,627 4,365 498,375 16,162 687 515,224 Loans - business 90,408 97,369 4,481 192,258 4,293 729 197,280 Regulatory deposits with central banks overseas Other financial assets2 Total 1,122 4,064 586,393 233 - 1,355 - - 1,355 392 213,693 18 8,867 4,474 808,953 37 20,492 3 1,419 4,514 830,864 Consolidated 2017 $m Receivables due from Neither past due nor impaired Good/ Past due but not Strong Satisfactory Weak Total impaired Impaired Total (1,303) (1,511) 513,921 195,769 - - (2,814) 1,355 4,514 828,050 Total Impairment carrying value provision other financial institutions 7,119 9 - 7,128 Trading securities and financial assets designated at fair value1 Derivative financial instruments Available-for-sale securities1 Loans: 24,973 23,184 59,752 22 815 493 - 33 - 24,995 24,032 60,245 - - - - - 7,128 - 7,128 - 1 - 24,995 24,033 60,245 - - - 24,995 24,033 60,245 3,442 11,083 3,161 10,581 Loans - housing and personal 363,026 113,363 3,542 479,931 16,539 Loans - business 86,437 95,556 4,507 186,500 3,273 681 861 497,151 190,634 (1,331) (1,535) 495,820 189,099 Regulatory deposits with central banks overseas Other financial assets2 Total3 814 4,340 569,645 234 - 1,048 364 210,856 14 8,096 4,718 788,597 - 34 19,846 - 1,048 3 1,546 4,755 809,989 - - (2,866) 1,048 4,755 807,123 3 1 Equity securities are excluded from these balances and as a result the total carrying value will not represent the balance reported on the balance sheet. 2 Other financial assets include accrued interest of $1,276 million (2017: $1,193 million) which is allocated to the relevant credit quality classifications in proportion to the loan balances to which it relates. Securities sold not yet delivered of $1,264 million (2017: $1,408 million) are also included in this balance which is allocated proportionately based on the trading securities balance classifications. 3 Comparatives have been revised for consistency. 204 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 205 Notes to the financial statements Note 22. Financial risk (continued) Parent Entity 2018 $m Receivables due from Neither past due nor impaired Good/ Past due but not Strong Satisfactory Weak Total impaired Impaired Total Total Impairment carrying value provision other financial institutions 5,709 2 - 5,711 Trading securities and financial assets designated at fair value1 Derivative financial instruments Available-for-sale securities1 Loans: 20,201 23,155 56,443 145 404 3 - 3 - 20,346 23,562 56,446 - - - - - 5,711 - 5,711 - - - 20,346 23,562 56,446 - - - 20,346 23,562 56,446 Loans - housing and personal 359,843 87,667 4,050 451,560 15,044 572 467,176 Loans - business 76,995 80,572 3,412 160,979 3,838 582 165,399 Regulatory deposits with central banks overseas Due from subsidiaries Other financial assets2 Total 1,122 140,597 3,321 687,386 126 - - - 306 169,225 15 7,480 1,248 140,597 3,642 864,091 - - - - 33 18,915 2 1,156 1,248 140,597 3,677 884,162 Parent Entity 2017 $m Receivables due from Neither past due nor impaired Good/ Past due but not Strong Satisfactory Weak Total impaired Impaired Total (1,125) (1,282) 466,051 164,117 - - - (2,407) 1,248 140,597 3,677 881,755 Total Impairment carrying value provision other financial institutions 6,352 5 - 6,357 Trading securities and financial assets designated at fair value1 Derivative financial instruments Available-for-sale securities1 Loans: 22,870 22,974 55,737 5 815 6 - 33 - 22,875 23,822 55,743 - - - - - 6,357 - 6,357 - 1 - 22,875 23,823 55,743 - - - 22,875 23,823 55,743 Loans - housing and personal 344,739 85,673 3,223 433,635 15,312 542 449,489 Loans - business 74,019 78,584 2,981 155,584 2,843 694 159,121 Regulatory deposits with central banks overseas Due from subsidiaries Other financial assets2 Total3 814 142,455 3,681 673,641 131 - - - 278 165,497 10 6,247 945 142,455 3,969 845,385 - - - - 31 18,186 2 1,239 945 142,455 4,002 864,810 (1,091) (1,282) 448,398 157,839 - - - (2,373) 945 142,455 4,002 862,437 Details of collateral held in support of these balances are provided in Note 22.2.8. 1 Equity securities are excluded from these balances and as a result the total carrying value will not represent the balance reported on the balance sheet. 2 Other financial assets include accrued interest of $1,103 million (2017: $1,029 million) which is allocated to the relevant credit quality classifications in proportion to the loan balances to which it relates. Securities sold not yet delivered of $1,264 million (2017: $1,388 million) are also included in this balance which is allocated proportionately based on the trading securities balance classifications. 3 Comparatives have been revised for consistency. follows: Consolidated $m Loans: Parent Entity $m Loans: Note 22. Financial risk (continued) 22.2.5 Financial assets that are past due, but not impaired Financial assets that were past due, but not impaired, can be disaggregated based on days overdue at 30 September as Notes to the financial statements 1-5 days 6-89 days 90+ days Total 1-5 days 6-89 days 90+ days Total 2018 2017 Loans - housing and personal Loans - business Other financial assets Total 3,440 1,170 8 9,688 2,558 23 3,034 16,162 4,515 565 4,293 6 37 698 9 9,331 2,085 19 2,693 16,539 490 3,273 6 34 4,618 12,269 3,605 20,492 5,222 11,435 3,189 19,846 1-5 days 6-89 days 90+ days Total 1-5 days 6-89 days 90+ days Total 2018 2017 Loans - housing and personal Loans - business Other financial assets Total 3,179 1,054 7 8,895 2,285 20 2,970 15,044 4,216 499 3,838 6 33 603 8 8,471 1,810 18 2,625 15,312 430 2,843 5 31 4,240 11,200 3,475 18,915 4,827 10,299 3,060 18,186 Details of collateral held in support of these balances are provided in Note 22.2.8. 22.2.6 Items 90 days past due, or otherwise in default, and not impaired These include financial assets that are: currently 90 days or more past due but well secured1; assets that were, but are no longer 90 days past due but are yet to satisfactorily demonstrate sustained improvement to allow reclassification; and other assets in default and not impaired, including those where an order for bankruptcy or similar legal action has been taken (e.g. appointment of an Administrator or Receiver). Gross amount 2018 2017 2016 3,861 3,322 3,075 127 29 117 19 89 17 4,017 3,458 3,181 The determination of the provision for impairment is one of the Group’s critical accounting assumptions and estimates. Details of this and the Group’s accounting policy for the provision for impairment charges are discussed in Notes 6 and 14. Impaired loans are those for which there is objective evidence that their principal or interest payments may not be recoverable. non-performing loans (aligned to an impaired internal credit risk grade); unsecured facilities including overdrafts, personal loans and revolving credit facilities which are greater than 90 days past restructured loans (the original contractual terms have been modified to provide for concessions for a customer facing    ThT    Consolidated $m Australia New Zealand Other overseas Total 22.2.7 Impaired loans These include: due; and financial difficulties). 1 The estimated net realisable value of security to which the Group has recourse is sufficient to cover all principal and interest as at 30 September. 206 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 207 Notes to the financial statements Note 22. Financial risk (continued) Neither past due nor impaired Good/ Past due but not Strong Satisfactory Weak Total impaired Impaired Total provision Impairment carrying Total value other financial institutions 5,709 2 - 5,711 - 5,711 - 5,711 20,201 23,155 56,443 145 404 3 - 3 - 20,346 23,562 56,446 - - - 20,346 23,562 56,446 - - - 20,346 23,562 56,446 Loans - housing and personal 359,843 87,667 4,050 451,560 15,044 572 467,176 Loans - business 76,995 80,572 3,412 160,979 3,838 582 165,399 Regulatory deposits with central banks overseas Due from subsidiaries Other financial assets2 Total 1,122 140,597 3,321 687,386 126 - - - 1,248 140,597 306 15 3,642 - - 33 - - 2 1,248 140,597 3,677 169,225 7,480 864,091 18,915 1,156 884,162 (2,407) 881,755 Neither past due nor impaired Good/ Past due but not Strong Satisfactory Weak Total impaired Impaired Total provision other financial institutions 6,352 5 - 6,357 - 6,357 - 6,357 (1,125) (1,282) 466,051 164,117 - - - 1,248 140,597 3,677 Impairment carrying Total value Parent Entity 2018 $m Receivables due from Trading securities and financial assets designated at fair value1 Derivative financial instruments Available-for-sale securities1 Loans: Parent Entity 2017 $m Receivables due from Trading securities and financial assets designated at fair value1 Derivative financial instruments Available-for-sale securities1 Loans: 22,870 22,974 55,737 5 815 6 - 33 - 22,875 23,822 55,743 - 1 - 22,875 23,823 55,743 - - - 22,875 23,823 55,743 - - - - - - - - Notes to the financial statements Note 22. Financial risk (continued) 22.2.5 Financial assets that are past due, but not impaired Financial assets that were past due, but not impaired, can be disaggregated based on days overdue at 30 September as follows: Consolidated $m Loans: 1-5 days 6-89 days 90+ days Total 1-5 days 6-89 days 90+ days Total 2018 2017 Loans - housing and personal Loans - business Other financial assets Total 3,440 1,170 8 4,618 9,688 2,558 23 12,269 3,034 16,162 4,515 565 4,293 6 37 3,605 20,492 698 9 5,222 9,331 2,085 19 11,435 2,693 16,539 490 3,273 6 34 3,189 19,846 Parent Entity $m Loans: 1-5 days 6-89 days 90+ days Total 1-5 days 6-89 days 90+ days Total 2018 2017 Loans - housing and personal Loans - business Other financial assets Total 3,179 1,054 7 4,240 8,895 2,285 20 11,200 2,970 15,044 4,216 499 3,838 6 33 3,475 18,915 603 8 4,827 8,471 1,810 18 10,299 2,625 15,312 430 2,843 5 31 3,060 18,186 Details of collateral held in support of these balances are provided in Note 22.2.8. 22.2.6 Items 90 days past due, or otherwise in default, and not impaired These include financial assets that are:   currently 90 days or more past due but well secured1; assets that were, but are no longer 90 days past due but are yet to satisfactorily demonstrate sustained improvement to allow reclassification; and Loans - housing and personal 344,739 85,673 3,223 433,635 15,312 542 449,489 Loans - business 74,019 78,584 2,981 155,584 2,843 694 159,121 Regulatory deposits with central banks overseas Due from subsidiaries Other financial assets2 Total3 814 142,455 3,681 673,641 131 - 278 - - 945 142,455 10 3,969 - - 31 - - 2 945 142,455 4,002 165,497 6,247 845,385 18,186 1,239 864,810 (2,373) 862,437 (1,091) (1,282) 448,398 157,839 - - - 945 142,455 4,002 Details of collateral held in support of these balances are provided in Note 22.2.8. Consolidated $m Australia New Zealand Other overseas Total 22.2.7 Impaired loans Gross amount 2018 2017 2016 3,861 3,322 3,075 127 29 4,017 117 19 3,458 89 17 3,181  ThT other assets in default and not impaired, including those where an order for bankruptcy or similar legal action has been taken (e.g. appointment of an Administrator or Receiver). The determination of the provision for impairment is one of the Group’s critical accounting assumptions and estimates. Details of this and the Group’s accounting policy for the provision for impairment charges are discussed in Notes 6 and 14. 3 1 Equity securities are excluded from these balances and as a result the total carrying value will not represent the balance reported on the balance sheet. 2 Other financial assets include accrued interest of $1,103 million (2017: $1,029 million) which is allocated to the relevant credit quality classifications in proportion to the loan balances to which it relates. Securities sold not yet delivered of $1,264 million (2017: $1,388 million) are also included in this balance which is allocated proportionately based on the trading securities balance classifications. 3 Comparatives have been revised for consistency. 206 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 207 1 The estimated net realisable value of security to which the Group has recourse is sufficient to cover all principal and interest as at 30 September.  restructured loans (the original contractual terms have been modified to provide for concessions for a customer facing financial difficulties). Impaired loans are those for which there is objective evidence that their principal or interest payments may not be recoverable. These include:   unsecured facilities including overdrafts, personal loans and revolving credit facilities which are greater than 90 days past due; and non-performing loans (aligned to an impaired internal credit risk grade); Notes to the financial statements Note 22. Financial risk (continued) Note 22. Financial risk (continued) Notes to the financial statements The gross amount of impaired loans, along with the provision for impairment, by class of asset at 30 September, is summarised in the tables below: The gross amount of impaired loans, along with the provision for impairment, by type and geography of impaired loans at 30 September, is summarised in the table below: Consolidated 2018 $m Individually impaired Gross amount Impairment provision Carrying amount Collectively impaired Gross amount Impairment provision Carrying amount Total gross amount Total impairment provision Total carrying amount Loans- Housing and Personal Loans - Business Total 165 (106) 59 522 (196) 326 687 (302) 385 532 (316) 216 197 (35) 162 729 (351) 378 697 (422) 275 719 (231) 488 1,416 (653) 763 Parent Entity 2018 $m Individually impaired Gross amount Impairment provision Carrying amount Collectively impaired Gross amount Impairment provision Carrying amount Total gross amount Total impairment provision Total carrying amount Loans- Housing and Personal Loans - Business Total 130 (85) 45 442 (156) 286 572 (241) 331 400 (290) 110 182 (15) 167 582 (305) 277 530 (375) 155 624 (171) 453 1,154 (546) 608 2017 Loans- Housing and Personal Loans - Business 164 (104) 60 517 (202) 315 681 (306) 375 692 (376) 316 169 (32) 137 861 (408) 453 2017 Loans- Housing and Personal Loans - Business 121 (83) 38 421 (162) 259 542 (245) 297 534 (334) 200 160 (17) 143 694 (351) 343 Total 856 (480) 376 686 (234) 452 1,542 (714) 828 Total 655 (417) 238 581 (179) 402 1,236 (596) 640 Overdrafts, personal loans and revolving credit facilities greater than 90 days past due Overdrafts, personal loans and revolving credit facilities greater than 90 days past due Consolidated $m Australia Non-performing loans Gross amount Impairment provision Restructured loans Gross amount Impairment provision Gross amount Impairment provision New Zealand Non-performing loans Gross amount Impairment provision Restructured loans Gross amount Impairment provision Gross amount Impairment provision Other overseas Non-performing loans Gross amount Impairment provision Restructured loans Gross amount Impairment provision Net Net Net Net Net Net Net Net Net 2018 2017 2016 2015 2014 882 (422) 460 975 (460) 515 1,589 (769) 820 1,220 (572) 648 1,580 (697) 883 9 (1) 8 12 (7) 5 13 (11) 2 358 (179) 179 362 (187) 175 267 (159) 108 124 (30) 94 152 (41) 111 218 (95) 123 16 (4) 12 10 (7) 3 44 (21) 23 2 (1) 1 - - - 14 (4) 10 12 (9) 3 13 (6) 7 3 (1) 2 1 (1) - 15 (5) 10 11 (8) 3 15 (6) 9 - - - - - - 22 (12) 10 252 (164) 88 348 (104) 244 17 (4) 13 10 (7) 3 25 (13) 12 - - - 1 (1) - 34 (23) 11 203 (132) 71 397 (130) 267 - - - 13 (9) 4 53 (35) 18 59 (21) 38 1 - 1 Overdrafts, personal loans and revolving credit facilities greater than 90 days past due Gross amount Impairment provision Total net impaired assets 763 828 1,092 1,018 1,293 Details of collateral held in support of these balances are provided in Note 22.2.8. 208 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 209 in the tables below: Consolidated $m Individually impaired Gross amount Impairment provision Carrying amount Collectively impaired Gross amount Impairment provision Carrying amount Total gross amount Total impairment provision Total carrying amount Parent Entity $m Individually impaired Gross amount Impairment provision Carrying amount Collectively impaired Gross amount Impairment provision Carrying amount Total gross amount Total impairment provision Total carrying amount 2018 Loans- 2017 Loans- Housing and Loans - Housing and Loans - Personal Business Total Personal Business Total 2018 Loans- 2017 Loans- Housing and Loans - Housing and Loans - Personal Business Total Personal Business Total 165 (106) 59 522 (196) 326 687 (302) 385 130 (85) 45 442 (156) 286 572 (241) 331 532 (316) 216 197 (35) 162 729 (351) 378 400 (290) 110 182 (15) 167 582 (305) 277 697 (422) 275 719 (231) 488 1,416 (653) 763 530 (375) 155 624 (171) 453 1,154 (546) 608 164 (104) 60 517 (202) 315 681 (306) 375 121 (83) 38 421 (162) 259 542 (245) 297 692 (376) 316 169 (32) 137 861 (408) 453 534 (334) 200 160 (17) 143 694 (351) 343 856 (480) 376 686 (234) 452 1,542 (714) 828 655 (417) 238 581 (179) 402 1,236 (596) 640 Notes to the financial statements Note 22. Financial risk (continued) Note 22. Financial risk (continued) Notes to the financial statements The gross amount of impaired loans, along with the provision for impairment, by class of asset at 30 September, is summarised The gross amount of impaired loans, along with the provision for impairment, by type and geography of impaired loans at 30 September, is summarised in the table below: Consolidated $m Australia Non-performing loans Gross amount Impairment provision Net Restructured loans Gross amount Impairment provision Net Overdrafts, personal loans and revolving credit facilities greater than 90 days past due Gross amount Impairment provision Net New Zealand Non-performing loans Gross amount Impairment provision Net Restructured loans Gross amount Impairment provision Net Overdrafts, personal loans and revolving credit facilities greater than 90 days past due Gross amount Impairment provision Net Other overseas Non-performing loans Gross amount Impairment provision Net Restructured loans Gross amount Impairment provision Net Overdrafts, personal loans and revolving credit facilities greater than 90 days past due Gross amount Impairment provision Net Total net impaired assets 2018 2017 2016 2015 2014 882 (422) 460 975 (460) 515 1,589 (769) 820 1,220 (572) 648 1,580 (697) 883 9 (1) 8 12 (7) 5 13 (11) 2 358 (179) 179 362 (187) 175 267 (159) 108 124 (30) 94 152 (41) 111 218 (95) 123 16 (4) 12 10 (7) 3 44 (21) 23 2 (1) 1 - - 15 (5) 10 11 (8) 3 15 (6) 9 - - - - - 14 (4) 10 12 (9) 3 13 (6) 7 3 (1) 2 1 (1) - 763 - 828 - 1,092 22 (12) 10 252 (164) 88 348 (104) 244 17 (4) 13 10 (7) 3 25 (13) 12 - - - 34 (23) 11 203 (132) 71 397 (130) 267 - - - 13 (9) 4 53 (35) 18 59 (21) 38 1 (1) - 1,018 1 - 1 1,293 3 Details of collateral held in support of these balances are provided in Note 22.2.8. 208 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 209 Notes to the financial statements Note 22. Financial risk (continued) Note 22. Financial risk (continued) Notes to the financial statements The following table summarises the interest received and forgone on non-performing loans and restructured financial assets: Parent Entity Consolidated 2018 $m Interest received Interest forgone 22.2.8 Collateral held Australia Overseas 3 31 8 - Total 11 31 Loans The Group analyses the coverage of the loan portfolio which is secured by the collateral that it holds. Coverage is measured as follows: Coverage Fully secured Partially secured Unsecured Secured loan to collateral value ratio Less than or equal to 100% Greater than 100% but not more than 150% Greater than 150%, or no security held (e.g. can include credit cards, personal loans, and exposure to highly rated corporate entities) The Group’s loan portfolio has the following coverage from collateral held: Neither past due nor impaired Consolidated 2018 2017 % Fully secured Partially secured Unsecured Total Parent Entity % Fully secured Partially secured Unsecured Total Loans- Housing and Personal 97.5 0.6 1.9 100.0 Loans- Housing and Personal 98.1 0.3 1.6 100.0 Loans - Business 55.8 22.9 21.3 100.0 Total 85.9 6.8 7.3 100.0 Loans- Housing and Personal 97.0 0.9 2.1 100.0 Loans - Business 54.0 25.7 20.3 100.0 Total 84.9 7.9 7.2 100.0 2018 2017 Loans - Business 57.8 20.4 21.8 100.0 Total 87.5 5.6 6.9 100.0 Loans- Housing and Personal 97.9 0.3 1.8 100.0 Loans - Business 55.4 23.7 20.9 100.0 Total 86.7 6.5 6.8 100.0 Past due but not impaired Consolidated 2018 2017 % Fully secured Partially secured Unsecured Total Loans- Housing and Personal 94.6 2.0 3.4 100.0 Loans - Business 52.8 28.2 19.0 100.0 Total 85.8 7.5 6.7 100.0 Loans- Housing and Personal 93.9 2.6 3.5 100.0 Loans - Business 58.2 28.3 13.5 100.0 Total 87.9 6.9 5.2 100.0 In managing liquidity for the Group, Treasury utilises balance sheet forecasts and the maturity profile of the Group’s wholesale funding portfolio to project liquidity outcomes. Regional liquidity limits are also used by the Group to ensure liquidity is managed efficiently and prudently in other geographies. In addition, the Group conducts regular stress testing to assess Westpac's ability to meet cash flow obligations under a range of market conditions and scenarios. These scenarios inform liquidity limits and strategic planning. The forecasting, planning and stress testing outcomes are used by the Group to inform liquidity modelling to assist the Group in meeting its regulatory requirements as required under APRA’s liquidity prudential standard, being the Liquidity Coverage Ratio (LCR) and Net Stable Funding Ratio (NSFR). Westpac’s LCR and NSFR are above the regulatory requirement of 100%. 210 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 211 1 Securities received as collateral are not recognised on the Group and Parent Entity’s balance sheet. % Fully secured Partially secured Unsecured Total Impaired Consolidated % Fully secured Partially secured Unsecured Total Parent Entity % Fully secured Partially secured Unsecured Total 2018 Loans- 2017 Loans- Housing and Loans - Housing and Loans - Personal Business Total Personal Business Total 95.7 1.5 2.8 100.0 54.7 25.0 20.3 87.3 6.3 6.4 100.0 100.0 96.4 0.6 3.0 100.0 60.2 25.7 14.1 90.8 4.5 4.7 100.0 100.0 2018 Loans- 2017 Loans- Housing and Loans - Housing and Loans - Personal Business Total Personal Business Total 72.8 10.0 17.2 100.0 32.0 11.5 56.5 51.8 10.8 37.4 100.0 100.0 69.5 10.7 19.8 100.0 17.3 25.7 57.0 40.3 19.1 40.6 100.0 100.0 2018 Loans- 2017 Loans- Housing and Loans - Housing and Loans - Personal Business Total Personal Business Total 76.4 6.5 17.1 100.0 28.5 13.1 58.4 52.2 9.8 38.0 100.0 100.0 73.2 6.3 20.5 100.0 19.6 17.1 63.3 43.1 12.4 44.5 100.0 100.0 Collateral held against financial assets other than loans $m Cash, primarily for derivatives Securities under reverse repurchase agreements1 Securities under derivatives and stock borrowing1 Total other collateral held 22.3 Funding and liquidity risk 22.3.1 Liquidity modelling Consolidated Parent Entity 2018 2017 2018 2017 2,187 1,404 28 2,480 6,814 32 1,751 1,404 28 2,354 6,814 32 3,619 9,326 3,183 9,200 Consolidated 2018 $m Interest received Interest forgone 22.2.8 Collateral held Loans follows: Coverage Fully secured Partially secured Unsecured Consolidated % Fully secured Partially secured Unsecured Total Parent Entity % Fully secured Partially secured Unsecured Total Consolidated % Fully secured Partially secured Unsecured Total Past due but not impaired Australia Overseas 3 31 8 - Total 11 31 The Group analyses the coverage of the loan portfolio which is secured by the collateral that it holds. Coverage is measured as Secured loan to collateral value ratio Less than or equal to 100% Greater than 100% but not more than 150% Greater than 150%, or no security held (e.g. can include credit cards, personal loans, and exposure to highly rated corporate entities) The Group’s loan portfolio has the following coverage from collateral held: Neither past due nor impaired 2018 Loans- 2017 Loans- Housing and Loans - Housing and Loans - Personal Business Total Personal Business Total 97.5 0.6 1.9 100.0 55.8 22.9 21.3 85.9 6.8 7.3 100.0 100.0 97.0 0.9 2.1 100.0 54.0 25.7 20.3 84.9 7.9 7.2 100.0 100.0 2018 Loans- 2017 Loans- Housing and Loans - Housing and Loans - Personal Business Total Personal Business Total 98.1 0.3 1.6 100.0 57.8 20.4 21.8 87.5 5.6 6.9 100.0 100.0 97.9 0.3 1.8 100.0 55.4 23.7 20.9 86.7 6.5 6.8 100.0 100.0 2018 Loans- 2017 Loans- 94.6 2.0 3.4 100.0 52.8 28.2 19.0 85.8 7.5 6.7 100.0 100.0 93.9 2.6 3.5 100.0 58.2 28.3 13.5 87.9 6.9 5.2 100.0 100.0 Notes to the financial statements Note 22. Financial risk (continued) Note 22. Financial risk (continued) Notes to the financial statements The following table summarises the interest received and forgone on non-performing loans and restructured financial assets: Parent Entity 2018 2017 % Fully secured Partially secured Unsecured Total Impaired Consolidated % Fully secured Partially secured Unsecured Total Parent Entity % Fully secured Partially secured Unsecured Total Loans- Housing and Personal 95.7 1.5 2.8 100.0 Loans - Business 54.7 25.0 20.3 100.0 Total 87.3 6.3 6.4 100.0 Loans- Housing and Personal 96.4 0.6 3.0 100.0 Loans - Business 60.2 25.7 14.1 100.0 Total 90.8 4.5 4.7 100.0 Loans- Housing and Personal 72.8 10.0 17.2 100.0 Loans- Housing and Personal 76.4 6.5 17.1 100.0 2018 2017 Loans - Business 32.0 11.5 56.5 100.0 Total 51.8 10.8 37.4 100.0 Loans- Housing and Personal 69.5 10.7 19.8 100.0 Loans - Business 17.3 25.7 57.0 100.0 Total 40.3 19.1 40.6 100.0 2018 2017 Loans - Business 28.5 13.1 58.4 100.0 Total 52.2 9.8 38.0 100.0 Loans- Housing and Personal 73.2 6.3 20.5 100.0 Loans - Business 19.6 17.1 63.3 100.0 Total 43.1 12.4 44.5 100.0 Collateral held against financial assets other than loans $m Cash, primarily for derivatives Securities under reverse repurchase agreements1 Securities under derivatives and stock borrowing1 Total other collateral held Consolidated 2018 2017 Parent Entity 2018 2017 2,187 1,404 28 3,619 2,480 6,814 32 9,326 1,751 1,404 28 3,183 2,354 6,814 32 9,200 22.3 Funding and liquidity risk 22.3.1 Liquidity modelling In managing liquidity for the Group, Treasury utilises balance sheet forecasts and the maturity profile of the Group’s wholesale funding portfolio to project liquidity outcomes. Regional liquidity limits are also used by the Group to ensure liquidity is managed efficiently and prudently in other geographies. 3 Housing and Loans - Housing and Loans - Personal Business Total Personal Business Total In addition, the Group conducts regular stress testing to assess Westpac's ability to meet cash flow obligations under a range of market conditions and scenarios. These scenarios inform liquidity limits and strategic planning. The forecasting, planning and stress testing outcomes are used by the Group to inform liquidity modelling to assist the Group in meeting its regulatory requirements as required under APRA’s liquidity prudential standard, being the Liquidity Coverage Ratio (LCR) and Net Stable Funding Ratio (NSFR). Westpac’s LCR and NSFR are above the regulatory requirement of 100%. 210 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 211 1 Securities received as collateral are not recognised on the Group and Parent Entity’s balance sheet. deposits; fee income. debt issues; interest income; and principal repayments on loans; repurchase agreements with central banks; proceeds from sale of marketable securities; Notes to the financial statements Note 22. Financial risk (continued) 22.3.2 Sources of liquidity Sources of liquidity are regularly reviewed to maintain a wide diversification by currency, geography, product and term. Sources include, but are not limited to:        Notes to the financial statements Note 22. Financial risk (continued)  Wholesale funding with a residual maturity less than 12 months decreased by 165 basis points to 12.4%. The Group’s short term funding portfolio (including long term to short term scroll) of $102 billion had a weighted average maturity of 151 days and is more than covered by the $153.7 billion of unencumbered repo-eligible liquid assets and cash held by the Group; and  Funding from equity was little changed at 7.9% of total funding. Maintaining a diverse funding base with the capacity and flexibility to access a wide range of funding markets, investors, currencies, maturities and products is an important part of managing liquidity risk. Westpac’s funding infrastructure supports its ability to meet changing and diverse investor demands. In 2018, the Group raised $32 billion of long term wholesale funding. The majority of new issuance came in the form of senior unsecured and covered bond format, in core currencies of AUD, USD, EUR and GBP. The Group also continued to benefit from its position as the only major Australian bank with an active Auto ABS capability and the only Australian bank with access to the US SEC registered market, raising funds in both these markets Long term wholesale funding also included $3.0 billion of Basel III compliant Additional Tier 1 and Tier 2 capital (see Note 20). Borrowings and outstanding issuances from existing debt programs at 30 September 2018 can be found in Note 16, Note 17, As at 30 September 2018 the Parent Entity’s credit ratings were: during the year. Note 19 and Note 20. Credit ratings 2018 S&P Global Ratings Moody’s Investors Service Fitch Ratings Short-term Long-term A-1+ P-1 F1+ AA- Aa3 AA- Outlook Negative Stable Stable If Westpac’s credit ratings were to be lowered from current levels, the Group’s borrowing costs and capacity may be adversely affected. A downgrade in Westpac’s credit ratings from current levels is likely to require the Group to pay higher interest rates than currently paid on our wholesale borrowings. 22.3.3 Assets pledged as collateral The Group and Parent Entity are required to provide collateral to other financial institutions, as part of standard terms, to secure liabilities. In addition to assets supporting securitisation and covered bond programs disclosed in Note 25, the carrying value of these financial assets pledged as collateral is: $m Cash1 Cash deposit on stock borrowed Securities (including certificates of deposit) Securities pledged under repurchase agreements Total amount pledged to secure liabilities Consolidated Parent Entity 2018 2017 2018 2017 4,754 5,687 4,690 5,315 14 15 14 15 1,544 1,421 1,544 1,421 12,492 18,746 12,492 18,728 18,804 25,869 18,740 25,479 Liquid assets Treasury holds a portfolio of high-quality liquid assets as a buffer against unforeseen funding requirements. These assets are eligible for repurchase agreements with the Reserve Bank of Australia (RBA) or another central bank and are held in cash, Government, State Government and highly rated investment grade securities. The level of liquid asset holdings is reviewed frequently and is consistent with both the requirements of the balance sheet and market conditions. Liquid assets that qualify as eligible collateral for repurchase agreements with a central bank (including internal securitisation) increased by $15.9 billion to $153.7 billion over the last 12 months. A summary of the Group’s liquid asset holdings is as follows: $m Cash Receivables due from other financial institutions Trading securities and financial assets designated at fair value Available-for-sale securities Loans1 Regulatory deposits with central banks Total liquid assets 2018 2017 Actual Average Actual Average 25,476 21,912 17,339 20,594 816 745 834 662 10,529 9,412 11,405 12,891 60,667 62,892 59,735 59,887 55,500 55,336 47,935 48,561 706 153,694 639 549 150,936 137,797 628 143,223 Group’s funding composition The Group monitors the composition and stability of its funding so that it remains within the Group's funding risk appetite. This includes compliance with both the LCR and NSFR. % Customer deposits Wholesale term funding with residual maturity greater than 12 months Wholesale funding with a residual maturity less than 12 months Securitisation Equity Group's total funding 2018 63.1 15.7 12.4 0.9 7.9 100.0 2017 61.8 15.2 14.1 1.0 7.9 100.0 Movements in the Group’s funding composition in 2018 included:  Customer deposits increased by 127 basis points to 63.1% of the Group’s total funding at 30 September 2018, reflecting growth in term deposits;  Long term funding with a residual maturity greater than 12 months increased 45 basis points to 15.7% as the group continued to lengthen the tenor of its funding. Funding from securitisation was slightly lower at 0.9% of total funding; 1 Loans are self-originated AAA rated mortgage backed securities which are eligible for repurchase with the RBA and Reserve Bank of New Zealand. 1 Primarily comprised of receivables due from other financial institutions. 212 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 213 Sources of liquidity are regularly reviewed to maintain a wide diversification by currency, geography, product and term. Sources Notes to the financial statements Note 22. Financial risk (continued) 22.3.2 Sources of liquidity include, but are not limited to: deposits; debt issues; proceeds from sale of marketable securities; repurchase agreements with central banks; principal repayments on loans; interest income; and fee income. Liquid assets        $m Cash Receivables due from other financial institutions Trading securities and financial assets designated at fair value Available-for-sale securities Loans1 Regulatory deposits with central banks Total liquid assets Group’s funding composition Wholesale term funding with residual maturity greater than 12 months Wholesale funding with a residual maturity less than 12 months % Customer deposits Securitisation Equity Group's total funding Treasury holds a portfolio of high-quality liquid assets as a buffer against unforeseen funding requirements. These assets are eligible for repurchase agreements with the Reserve Bank of Australia (RBA) or another central bank and are held in cash, Government, State Government and highly rated investment grade securities. The level of liquid asset holdings is reviewed frequently and is consistent with both the requirements of the balance sheet and market conditions. Liquid assets that qualify as eligible collateral for repurchase agreements with a central bank (including internal securitisation) increased by $15.9 billion to $153.7 billion over the last 12 months. A summary of the Group’s liquid asset holdings is as follows: 2018 2017 Actual Average Actual Average 25,476 21,912 17,339 20,594 816 745 834 662 10,529 9,412 11,405 12,891 60,667 62,892 59,735 59,887 55,500 55,336 47,935 48,561 706 639 549 628 153,694 150,936 137,797 143,223 2018 63.1 15.7 12.4 0.9 7.9 2017 61.8 15.2 14.1 1.0 7.9 100.0 100.0 The Group monitors the composition and stability of its funding so that it remains within the Group's funding risk appetite. This includes compliance with both the LCR and NSFR. Movements in the Group’s funding composition in 2018 included:  Customer deposits increased by 127 basis points to 63.1% of the Group’s total funding at 30 September 2018, reflecting growth in term deposits;  Long term funding with a residual maturity greater than 12 months increased 45 basis points to 15.7% as the group continued to lengthen the tenor of its funding. Funding from securitisation was slightly lower at 0.9% of total funding; Notes to the financial statements Note 22. Financial risk (continued)  Wholesale funding with a residual maturity less than 12 months decreased by 165 basis points to 12.4%. The Group’s short term funding portfolio (including long term to short term scroll) of $102 billion had a weighted average maturity of 151 days and is more than covered by the $153.7 billion of unencumbered repo-eligible liquid assets and cash held by the Group; and  Funding from equity was little changed at 7.9% of total funding. Maintaining a diverse funding base with the capacity and flexibility to access a wide range of funding markets, investors, currencies, maturities and products is an important part of managing liquidity risk. Westpac’s funding infrastructure supports its ability to meet changing and diverse investor demands. In 2018, the Group raised $32 billion of long term wholesale funding. The majority of new issuance came in the form of senior unsecured and covered bond format, in core currencies of AUD, USD, EUR and GBP. The Group also continued to benefit from its position as the only major Australian bank with an active Auto ABS capability and the only Australian bank with access to the US SEC registered market, raising funds in both these markets during the year. Long term wholesale funding also included $3.0 billion of Basel III compliant Additional Tier 1 and Tier 2 capital (see Note 20). Borrowings and outstanding issuances from existing debt programs at 30 September 2018 can be found in Note 16, Note 17, Note 19 and Note 20. Credit ratings As at 30 September 2018 the Parent Entity’s credit ratings were: 2018 S&P Global Ratings Moody’s Investors Service Fitch Ratings Short-term Long-term A-1+ P-1 F1+ AA- Aa3 AA- Outlook Negative Stable Stable If Westpac’s credit ratings were to be lowered from current levels, the Group’s borrowing costs and capacity may be adversely affected. A downgrade in Westpac’s credit ratings from current levels is likely to require the Group to pay higher interest rates than currently paid on our wholesale borrowings. 22.3.3 Assets pledged as collateral The Group and Parent Entity are required to provide collateral to other financial institutions, as part of standard terms, to secure liabilities. In addition to assets supporting securitisation and covered bond programs disclosed in Note 25, the carrying value of these financial assets pledged as collateral is: $m Cash1 Cash deposit on stock borrowed Securities (including certificates of deposit) Securities pledged under repurchase agreements Total amount pledged to secure liabilities Consolidated 2018 2017 Parent Entity 2018 2017 4,754 5,687 4,690 5,315 14 15 14 15 1,544 1,421 1,544 1,421 12,492 18,804 18,746 25,869 12,492 18,740 18,728 25,479 3 1 Loans are self-originated AAA rated mortgage backed securities which are eligible for repurchase with the RBA and Reserve Bank of New Zealand. 1 Primarily comprised of receivables due from other financial institutions. 212 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 213 Notes to the financial statements Note 22. Financial risk (continued) 22.3.4 Contractual maturity of financial liabilities The tables below present cash flows associated with financial liabilities, payable at the balance sheet date, by remaining contractual maturity. The amounts disclosed in the table are the future contractual undiscounted cash flows, whereas the Group manages inherent liquidity risk based on expected cash flows. Cash flows associated with financial liabilities include both principal payments as well as fixed or variable interest payments incorporated into the relevant coupon period. Principal payments reflect the earliest contractual maturity date. Derivative liabilities designated for hedging purposes are expected to be held for their remaining contractual lives, and reflect gross cash flows over the remaining contractual term. Derivatives held for trading and certain liabilities classified in “Other financial liabilities at fair value through income statement” are not managed for liquidity purposes on the basis of their contractual maturity, and accordingly these liabilities are presented in the up to 1 month column. Only the liabilities that the Group manages based on their contractual maturity are presented on a contractual undiscounted basis in the tables below. Consolidated 2018 $m Financial liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments: Held for trading Held for hedging purposes (net settled) Held for hedging purposes (gross settled): Cash outflow Cash inflow Debt issues Other financial liabilities Total financial liabilities excluding loan capital Loan capital Total undiscounted financial liabilities Total contingent liabilities and commitments Letters of credit and guarantees Commitments to extend credit Other commitments Total undiscounted contingent liabilities and commitments Up to Over 1 Month Over 3 Months Over 1 Year to 5 Years to 3 Months to 1 Year 1 Month Over 5 Years Total 15,242 352,941 4,197 22,869 68 2,680 (2,658) 1,743 1,639 398,721 8 398,729 15,585 174,658 154 190,397 1,754 85,726 100 - 95 5,140 (5,096) 7,502 591 95,812 79 95,891 - - - - 1,040 108,427 - 160 16,771 - - 75 - 18,196 563,940 4,297 - 377 406 (337) 48,848 2,657 - 741 - 96 22,869 1,377 2,799 (2,527) 100,245 - 1,258 (1,178) 31,892 - 12,283 (11,796) 190,230 4,887 161,418 253 118,189 4,866 32,143 16,509 161,671 123,055 48,652 806,283 21,715 827,998 - - - - - - - - - - - 15,585 174,658 154 - 190,397 Note 22. Financial risk (continued) Consolidated 2017 $m Financial liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments: Held for trading Held for hedging purposes (net settled) Held for hedging purposes (gross settled): Cash outflow Cash inflow Debt issues Other financial liabilities Total financial liabilities excluding loan capital Loan capital Total undiscounted financial liabilities Total contingent liabilities and commitments Letters of credit and guarantees Commitments to extend credit Other commitments Total undiscounted contingent liabilities and commitments Parent Entity 2018 $m Financial liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments: Held for trading Held for hedging purposes (net settled) Held for hedging purposes (gross settled): Cash outflow Cash inflow Debt issues Due to subsidiaries Other financial liabilities Total financial liabilities excluding loan capital Loan capital Total undiscounted financial liabilities Total contingent liabilities and commitments Letters of credit and guarantees Commitments to extend credit Other commitments Total undiscounted contingent liabilities and commitments 3,253 22,757 98 865 (737) 3,111 1,603 385,267 5 385,272 15,460 178,443 648 194,551 14,788 320,365 4,197 23,039 51 2,632 (2,615) 1,588 142,400 1,598 508,043 8 508,051 14,957 152,943 99 167,999 Notes to the financial statements Up to Over 1 Month Over 3 Months Over 1 Year Over 1 Month to 3 Months to 1 Year to 5 Years 5 Years Total 16,496 337,821 4,438 76,557 1,014 102,306 23 20,605 - 21,971 197 537,486 Up to Over 1 Month Over 3 Months Over 1 Year Over 1 Month to 3 Months to 1 Year to 5 Years 5 Years Total 1,753 74,530 1,040 94,855 160 14,606 - 17,741 75 504,431 803 - 146 3,368 (3,275) 10,492 575 93,104 86 93,190 - - - - 100 - 55 4,725 (4,687) 7,117 - 510 84,103 79 84,182 - - - - - - - 4,056 - 22,757 489 1,088 108 1,929 1,039 (821) 46,730 2,586 5,617 (4,634) 2,057 12,946 (1,745) (11,212) 101,045 18,796 180,174 - - 4,764 153,343 729 123,744 4,781 19,413 16,548 774,871 22,149 154,072 128,525 35,961 797,020 - - - 15,460 178,443 648 - 194,551 - 4,297 - 96 23,039 1,081 271 608 377 (324) 45,527 - 2,294 2,174 (2,043) 85,106 726 (644) 10,634 (10,313) 29,329 168,667 - - 142,400 4,402 144,040 253 100,611 4,866 29,582 16,509 866,379 21,715 144,293 105,477 46,091 888,094 - - - 14,957 152,943 99 - 167,999 - - - - - - - - - - - - - - - - - - - - - - - - 214 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 215 Notes to the financial statements Note 22. Financial risk (continued) 22.3.4 Contractual maturity of financial liabilities The tables below present cash flows associated with financial liabilities, payable at the balance sheet date, by remaining contractual maturity. The amounts disclosed in the table are the future contractual undiscounted cash flows, whereas the Group manages inherent liquidity risk based on expected cash flows. Cash flows associated with financial liabilities include both principal payments as well as fixed or variable interest payments incorporated into the relevant coupon period. Principal payments reflect the earliest contractual maturity date. Derivative liabilities designated for hedging purposes are expected to be held for their remaining contractual lives, and reflect gross cash flows over the remaining contractual term. Derivatives held for trading and certain liabilities classified in “Other financial liabilities at fair value through income statement” are not managed for liquidity purposes on the basis of their contractual maturity, and accordingly these liabilities are presented in the up to 1 month column. Only the liabilities that the Group manages based on their contractual maturity are presented on a contractual undiscounted basis in the tables below. Up to Over 1 Month Over 3 Months Over 1 Year Over 1 Month to 3 Months to 1 Year to 5 Years 5 Years Total Consolidated 2018 $m Financial liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments: Held for trading Held for hedging purposes (net settled) Held for hedging purposes (gross settled): Cash outflow Cash inflow Debt issues Other financial liabilities Total financial liabilities excluding loan capital Loan capital Total contingent liabilities and commitments Letters of credit and guarantees Commitments to extend credit Other commitments Total undiscounted contingent liabilities and commitments 15,242 352,941 4,197 22,869 68 2,680 (2,658) 1,743 1,639 398,721 8 15,585 174,658 154 190,397 Total undiscounted financial liabilities 398,729 1,754 85,726 100 - 95 5,140 (5,096) 7,502 591 95,812 79 95,891 - - - - 1,040 108,427 - 160 16,771 - - 18,196 75 563,940 - 4,297 - 377 406 (337) 48,848 2,657 - 741 - 96 22,869 1,377 2,799 (2,527) 1,258 12,283 (1,178) (11,796) 100,245 31,892 190,230 - - 4,887 161,418 118,189 32,143 806,283 253 4,866 16,509 21,715 161,671 123,055 48,652 827,998 - - - - - - - - - - - 15,585 174,658 154 - 190,397 Note 22. Financial risk (continued) Notes to the financial statements Consolidated 2017 $m Financial liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments: Held for trading Held for hedging purposes (net settled) Held for hedging purposes (gross settled): Cash outflow Cash inflow Debt issues Other financial liabilities Total financial liabilities excluding loan capital Loan capital Total undiscounted financial liabilities Total contingent liabilities and commitments Letters of credit and guarantees Commitments to extend credit Other commitments Total undiscounted contingent liabilities and commitments Parent Entity 2018 $m Financial liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments: Held for trading Held for hedging purposes (net settled) Held for hedging purposes (gross settled): Cash outflow Cash inflow Debt issues Due to subsidiaries Other financial liabilities Total financial liabilities excluding loan capital Loan capital Total undiscounted financial liabilities Total contingent liabilities and commitments Letters of credit and guarantees Commitments to extend credit Other commitments Total undiscounted contingent liabilities and commitments Up to Over 1 Month Over 3 Months Over 1 Year to 5 Years to 3 Months to 1 Year 1 Month Over 5 Years Total 16,496 337,821 4,438 76,557 1,014 102,306 23 20,605 - 197 21,971 537,486 3,253 22,757 98 865 (737) 3,111 1,603 385,267 5 385,272 15,460 178,443 648 194,551 Up to 1 Month 14,788 320,365 4,197 23,039 51 2,632 (2,615) 1,588 142,400 1,598 508,043 8 508,051 14,957 152,943 99 167,999 803 - 146 3,368 (3,275) 10,492 575 93,104 86 93,190 - - - - - - 489 - - 4,056 - 1,088 - 108 22,757 1,929 1,039 (821) 46,730 2,586 5,617 (4,634) 101,045 - 2,057 (1,745) 18,796 - 12,946 (11,212) 180,174 4,764 153,343 729 154,072 123,744 4,781 128,525 19,413 16,548 35,961 774,871 22,149 797,020 - - - - - - - - - - - 15,460 178,443 648 - 194,551 Over 1 Month Over 3 Months Over 1 Year to 3 Months to 1 Year to 5 Years Over 5 Years Total 1,753 74,530 1,040 94,855 160 14,606 - 75 17,741 504,431 100 - 55 4,725 (4,687) 7,117 - 510 84,103 79 84,182 - - - - - - 271 377 (324) 45,527 - 2,294 - - 4,297 - 608 2,174 (2,043) 85,106 - - - 96 23,039 1,081 726 (644) 29,329 - - 10,634 (10,313) 168,667 142,400 4,402 144,040 253 144,293 100,611 4,866 105,477 29,582 16,509 46,091 866,379 21,715 888,094 3 - - - - - - - - - - - 14,957 152,943 99 - 167,999 214 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 215 Notes to the financial statements Note 22. Financial risk (continued) Parent Entity 2017 $m Financial liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments: Held for trading Held for hedging purposes (net settled) Held for hedging purposes (gross settled): Cash outflow Cash inflow Debt issues Due to subsidiaries Other financial liabilities Total financial liabilities excluding loan capital Loan capital Total undiscounted financial liabilities Total contingent liabilities and commitments Letters of credit and guarantees Commitments to extend credit Other commitments Total undiscounted contingent liabilities and commitments Up to Over 1 Month Over 3 Months Over 1 Year to 5 Years to 3 Months to 1 Year 1 Month Note 22. Financial risk (continued) Over 5 Years Total Consolidated 2018 $m Assets 16,364 306,013 3,235 22,791 83 11 - 2,069 143,834 1,576 495,976 5 495,981 14,908 156,423 648 171,979 4,438 65,078 1,014 91,055 23 18,618 - 197 21,839 480,961 Cash and balances with central banks Receivables due from other financial institutions Trading securities and financial assets designated at fair value 803 - 128 2,929 (2,861) 9,127 - 523 80,165 86 80,251 - - - - - - 409 820 (680) 42,116 - 2,353 - - 4,038 - 1,000 2,796 (2,376) 84,960 - - - 106 22,791 1,726 1,294 (1,052) 16,270 - - 7,850 (6,969) 154,542 143,834 4,452 137,087 729 105,021 4,781 16,815 16,548 835,064 22,149 137,816 109,802 33,363 857,213 - - - - - - - - - - - 14,908 156,423 648 - 171,979 Derivative financial instruments Available-for-sale securities Loans (net of provisions) Life insurance assets Investments in associates All other assets Total assets Liabilities Regulatory deposits with central banks overseas Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues Life insurance liabilities All other liabilities Total liabilities excluding loan capital Loan capital Total liabilities Net assets/(net liabilities) Notes to the financial statements Due within 12 Months Greater than 12 Months 26,431 5,790 11,869 17,828 6,959 94,717 1,598 679 - 5,522 171,393 17,988 543,198 4,297 17,346 53,930 1,547 10,667 648,973 1,382 650,355 (478,962) - - 10,265 6,273 54,160 614,973 7,852 676 115 13,885 708,199 149 16,087 - 7,061 118,666 6,050 768 148,781 15,883 164,664 543,535 Total 26,431 5,790 22,134 24,101 61,119 709,690 9,450 1,355 115 19,407 879,592 18,137 559,285 4,297 24,407 172,596 7,597 11,435 797,754 17,265 815,019 64,573 22.3.5 Expected maturity The tables below present the balance sheet based on expected maturity dates, except for deposits, based on historical behaviours. The liability balances in the following tables will not agree to the contractual maturity tables (Note 22.3.4) due to the analysis below being based on expected rather than contractual maturities, the impact of discounting and the exclusion of interest accruals beyond the reporting period. Included in the tables below are equity securities classified as trading securities, available-for-sale securities and life insurance assets that have no specific maturity. These assets have been classified based on the expected period of disposal. Deposits are presented in the following table on a contractual basis, however as part of our normal banking operations, the Group would expect a large proportion of these balances to be retained. 216 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 217 Notes to the financial statements Note 22. Financial risk (continued) Parent Entity 2017 $m Financial liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments: Held for trading Held for hedging purposes (net settled) Held for hedging purposes (gross settled): Cash outflow Cash inflow Debt issues Due to subsidiaries Other financial liabilities Total financial liabilities excluding loan capital Loan capital Total contingent liabilities and commitments Letters of credit and guarantees Commitments to extend credit Other commitments Total undiscounted contingent liabilities and commitments 22.3.5 Expected maturity 16,364 306,013 3,235 22,791 83 11 - 2,069 143,834 1,576 495,976 5 14,908 156,423 648 171,979 Total undiscounted financial liabilities 495,981 Up to Over 1 Month Over 3 Months Over 1 Year Over 1 Month to 3 Months to 1 Year to 5 Years 5 Years Total 4,438 65,078 1,014 91,055 23 18,618 - 21,839 197 480,961 803 - 128 2,929 (2,861) 9,127 - 523 80,165 86 80,251 - - - - - 4,038 - 22,791 409 1,000 106 1,726 2,796 (2,376) 84,960 1,294 (1,052) 7,850 (6,969) 16,270 154,542 - - 143,834 4,452 137,087 105,021 16,815 835,064 729 4,781 16,548 22,149 137,816 109,802 33,363 857,213 - - 820 (680) 42,116 - 2,353 - - - - - - - 14,908 156,423 648 - 171,979 - - - - - - - - The tables below present the balance sheet based on expected maturity dates, except for deposits, based on historical behaviours. The liability balances in the following tables will not agree to the contractual maturity tables (Note 22.3.4) due to the analysis below being based on expected rather than contractual maturities, the impact of discounting and the exclusion of interest accruals beyond the reporting period. Included in the tables below are equity securities classified as trading securities, available-for-sale securities and life insurance assets that have no specific maturity. These assets have been classified based on the expected period of disposal. Deposits are presented in the following table on a contractual basis, however as part of our normal banking operations, the Group would expect a large proportion of these balances to be retained. Note 22. Financial risk (continued) Consolidated 2018 $m Assets Cash and balances with central banks Receivables due from other financial institutions Trading securities and financial assets designated at fair value Derivative financial instruments Available-for-sale securities Loans (net of provisions) Life insurance assets Regulatory deposits with central banks overseas Investments in associates All other assets Total assets Liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues Life insurance liabilities All other liabilities Total liabilities excluding loan capital Loan capital Total liabilities Net assets/(net liabilities) Notes to the financial statements Due within 12 Months Greater than 12 Months 26,431 5,790 11,869 17,828 6,959 94,717 1,598 679 - 5,522 171,393 17,988 543,198 4,297 17,346 53,930 1,547 10,667 648,973 1,382 650,355 (478,962) - - 10,265 6,273 54,160 614,973 7,852 676 115 13,885 708,199 149 16,087 - 7,061 118,666 6,050 768 148,781 15,883 164,664 543,535 Total 26,431 5,790 22,134 24,101 61,119 709,690 9,450 1,355 115 19,407 879,592 18,137 559,285 4,297 24,407 172,596 7,597 11,435 797,754 17,265 815,019 64,573 3 216 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 217 Notes to the financial statements Note 22. Financial risk (continued) Consolidated 2017 $m Assets Cash and balances with central banks Receivables due from other financial institutions Trading securities and financial assets designated at fair value Derivative financial instruments Available-for-sale securities Loans (net of provisions) Life insurance assets Regulatory deposits with central banks overseas Investments in associates All other assets Total assets Liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues Life insurance liabilities All other liabilities Total liabilities excluding loan capital Loan capital Total liabilities Net assets/(net liabilities) Parent Entity 2018 $m Assets Cash and balances with central banks Receivables due from other financial institutions Trading securities and financial assets designated at fair value Derivative financial instruments Available-for-sale securities Loans (net of provisions) Regulatory deposits with central banks overseas Due from subsidiaries Investments in associates Investments in subsidiaries All other assets Total assets Liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues Due to subsidiaries All other liabilities Total liabilities excluding loan capital Loan capital Total liabilities Net assets/(net liabilities) Due within 12 Months Greater than 12 Months 18,397 7,128 11,258 18,346 7,988 88,676 1,514 676 - 5,681 159,664 21,885 512,856 4,056 18,435 56,952 1,457 9,907 625,548 1,641 627,189 (467,525) - - 14,066 5,687 52,722 596,243 9,129 372 60 13,932 692,211 22 20,735 - 6,940 111,404 7,562 656 147,319 16,025 163,344 528,867 Due within 12 Months Greater than 12 Months 24,726 5,711 11,145 17,677 4,846 76,389 571 140,597 - - 4,358 286,020 17,533 486,418 4,297 17,317 50,499 142,400 8,569 727,033 1,382 728,415 (442,395) - - 9,272 5,885 51,667 553,779 677 - 76 4,508 11,346 637,210 149 14,050 - 6,912 101,789 - 676 123,576 15,883 139,459 497,751 Total 18,397 7,128 25,324 24,033 60,710 684,919 10,643 1,048 60 19,613 851,875 21,907 533,591 4,056 25,375 168,356 9,019 10,563 772,867 17,666 790,533 61,342 Total 24,726 5,711 20,417 23,562 56,513 630,168 1,248 140,597 76 4,508 15,704 923,230 17,682 500,468 4,297 24,229 152,288 142,400 9,245 850,609 17,265 867,874 55,356 Note 22. Financial risk (continued) Parent Entity 2017 $m Assets Cash and balances with central banks Receivables due from other financial institutions Trading securities and financial assets designated at fair value Derivative financial instruments Available-for-sale securities Loans (net of provisions) Regulatory deposits with central banks overseas Due from subsidiaries Investments in associates Investments in subsidiaries All other assets Total assets Liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments Total liabilities excluding loan capital Debt issues Due to subsidiaries All other liabilities Loan capital Total liabilities Net assets/(net liabilities) 22.4 Market risk 22.4.1 Value-at-Risk Notes to the financial statements Due within 12 Months Greater than 12 Months 16,405 6,357 9,812 18,340 6,447 70,868 573 142,455 - - 4,649 275,906 21,753 458,829 4,038 18,321 50,415 143,834 8,060 705,250 1,641 706,891 (430,985) - - 13,134 5,483 49,353 535,369 372 - 46 3,975 11,231 618,963 22 18,864 - 6,590 93,701 - 595 119,772 16,025 135,797 483,166 Total 16,405 6,357 22,946 23,823 55,800 606,237 945 142,455 46 3,975 15,880 894,869 21,775 477,693 4,038 24,911 144,116 143,834 8,655 825,022 17,666 842,688 52,181 The Group uses VaR as one of the mechanisms for controlling both traded and non-traded market risk. VaR is a statistical estimate of the potential loss in earnings over a specified period of time and to a given level of confidence based on historical market movements. The confidence level indicates the probability that the loss will not exceed the VaR estimate on any given day. VaR seeks to take account of all material market variables that may cause a change in the value of the portfolio, including interest rates, foreign exchange rates, price changes, volatility and the correlations between these variables. Daily monitoring of current exposure and limit utilisation is conducted independently by the Market Risk unit which monitors market risk exposures against VaR and structural concentration limits. These are supplemented by escalation triggers for material profits or losses and stress testing of risks beyond the 99% confidence interval. The key parameters of VaR are: Holding period Confidence level Period of historical data used 1 day 99% 1 year 218 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 219 Notes to the financial statements Note 22. Financial risk (continued) Consolidated 2017 $m Assets Cash and balances with central banks Receivables due from other financial institutions Trading securities and financial assets designated at fair value Derivative financial instruments Available-for-sale securities Loans (net of provisions) Life insurance assets Investments in associates All other assets Total assets Liabilities Regulatory deposits with central banks overseas Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues Life insurance liabilities All other liabilities Total liabilities excluding loan capital Loan capital Total liabilities Net assets/(net liabilities) Parent Entity 2018 $m Assets Cash and balances with central banks Receivables due from other financial institutions Trading securities and financial assets designated at fair value Derivative financial instruments Available-for-sale securities Loans (net of provisions) Regulatory deposits with central banks overseas Due from subsidiaries Investments in associates Investments in subsidiaries All other assets Total assets Liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues Due to subsidiaries All other liabilities Total liabilities excluding loan capital Loan capital Total liabilities Net assets/(net liabilities) Due within 12 Months Greater than 12 Months Due within 12 Months Greater than 12 Months 18,397 7,128 11,258 18,346 7,988 88,676 1,514 676 - 5,681 159,664 21,885 512,856 4,056 18,435 56,952 1,457 9,907 625,548 1,641 627,189 (467,525) 24,726 5,711 11,145 17,677 4,846 76,389 571 140,597 - - 4,358 286,020 17,533 486,418 4,297 17,317 50,499 142,400 8,569 727,033 1,382 728,415 (442,395) - - 14,066 5,687 52,722 596,243 9,129 372 60 13,932 692,211 22 20,735 - 6,940 111,404 7,562 656 147,319 16,025 163,344 528,867 - - 9,272 5,885 51,667 553,779 677 - 76 4,508 11,346 637,210 149 14,050 - 6,912 101,789 - 676 123,576 15,883 139,459 497,751 Total 18,397 7,128 25,324 24,033 60,710 684,919 10,643 1,048 60 19,613 851,875 21,907 533,591 4,056 25,375 168,356 9,019 10,563 772,867 17,666 790,533 61,342 Total 24,726 5,711 20,417 23,562 56,513 630,168 1,248 140,597 76 4,508 15,704 923,230 17,682 500,468 4,297 24,229 152,288 142,400 9,245 850,609 17,265 867,874 55,356 Note 22. Financial risk (continued) Parent Entity 2017 $m Assets Cash and balances with central banks Receivables due from other financial institutions Trading securities and financial assets designated at fair value Derivative financial instruments Available-for-sale securities Loans (net of provisions) Regulatory deposits with central banks overseas Due from subsidiaries Investments in associates Investments in subsidiaries All other assets Total assets Liabilities Payables due to other financial institutions Deposits and other borrowings Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues Due to subsidiaries All other liabilities Total liabilities excluding loan capital Loan capital Total liabilities Net assets/(net liabilities) Notes to the financial statements Due within 12 Months Greater than 12 Months 16,405 6,357 9,812 18,340 6,447 70,868 573 142,455 - - 4,649 275,906 21,753 458,829 4,038 18,321 50,415 143,834 8,060 705,250 1,641 706,891 (430,985) - - 13,134 5,483 49,353 535,369 372 - 46 3,975 11,231 618,963 22 18,864 - 6,590 93,701 - 595 119,772 16,025 135,797 483,166 Total 16,405 6,357 22,946 23,823 55,800 606,237 945 142,455 46 3,975 15,880 894,869 21,775 477,693 4,038 24,911 144,116 143,834 8,655 825,022 17,666 842,688 52,181 22.4 Market risk 22.4.1 Value-at-Risk The Group uses VaR as one of the mechanisms for controlling both traded and non-traded market risk. VaR is a statistical estimate of the potential loss in earnings over a specified period of time and to a given level of confidence based on historical market movements. The confidence level indicates the probability that the loss will not exceed the VaR estimate on any given day. VaR seeks to take account of all material market variables that may cause a change in the value of the portfolio, including interest rates, foreign exchange rates, price changes, volatility and the correlations between these variables. Daily monitoring of current exposure and limit utilisation is conducted independently by the Market Risk unit which monitors market risk exposures against VaR and structural concentration limits. These are supplemented by escalation triggers for material profits or losses and stress testing of risks beyond the 99% confidence interval. The key parameters of VaR are: Holding period Confidence level Period of historical data used 1 day 99% 1 year 3 218 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 219 Notes to the financial statements Note 22. Financial risk (continued) 22.4.2 Traded market risk The table below depicts the aggregate VaR, by risk type, for the year ended 30 September: Consolidated and Parent Entity $m 2018 2017 2016 High Low Average High Low Average High Low Average Interest rate risk Foreign exchange risk Equity risk Commodity risk1 Other market risks2 Diversification effect Net market risk 15.6 6.9 1.0 24.3 5.8 n/a 28.1 5.1 0.7 0.0 1.7 1.4 n/a 6.7 8.6 3.0 0.1 6.5 3.8 (8.6) 13.4 16.0 9.4 0.4 14.1 5.1 n/a 22.9 4.6 0.6 0.0 3.3 3.5 n/a 9.7 8.5 3.1 0.1 6.6 4.2 (8.6) 13.9 14.0 12.2 2.9 4.5 6.0 n/a 18.7 4.6 1.4 0.1 1.4 2.6 n/a 7.7 8.8 5.1 0.3 2.7 3.6 (8.0) 12.5 22.4.3 Non-traded market risk Non-traded market risk includes interest rate risk in the banking book (IRRBB) – the risk to interest income from a mismatch between the duration of assets and liabilities that arises in the normal course of business activities. Net interest income (NII) sensitivity is managed in terms of the NaR. A simulation model is used to calculate Westpac’s potential NaR. This combines the underlying balance sheet data with assumptions about run off and new business, expected repricing behaviour and changes in wholesale market interest rates. Simulations using a range of interest rate scenarios are used to provide a series of potential future NII outcomes. The interest rate scenarios modelled, over a three year time horizon using a 99% confidence interval, include those projected using historical market interest rate volatility as well as 100 and 200 basis point shifts up and down from the current market yield curves in Australia and New Zealand. Additional stressed interest rate scenarios are also considered and modelled. A comparison between the NII outcomes from these modelled scenarios indicates the sensitivity to interest rate changes. Net interest income-at-risk (NaR) The table below depicts NaR assuming a 100 basis point shock over the next 12 months as a percentage of reported net interest income: 2018 2017 The availability of observable inputs is influenced by factors such as: Maximum Minimum Average % (increase)/decrease in net interest income As at Exposure Exposure Exposure As at Exposure Exposure Exposure Maximum Minimum Average Consolidated Parent Entity 0.01 (0.22) 0.78 0.51 (0.09) (0.28) 0.27 0.62 0.04 0.34 0.62 0.34 (0.01) (0.33) 0.31 0.05 Value at Risk - IRRBB The table below depicts VaR for IRRBB: $m Consolidated 2018 2017 As at 23.2 High 57.0 Low Average As at 23.2 32.5 57.3 High 57.3 Low Average 40.8 27.0 As at 30 September 2018 the Value at Risk – IRRBB for the Parent Entity was $20.8 million (2017: $56.9 million). Risk mitigation IRRBB stems from the ordinary course of banking activities, including structural interest rate risk (the mismatch between the duration of assets and liabilities) and capital management. product type; depth of market activity;  maturity of market models; and complexity of the transaction. standard industry practice; economic models; and observed transaction prices. The Group hedges its exposure to such interest rate risk using derivatives. Further details on the Group’s hedge accounting are discussed in Note 21. Fair Valuation Control Framework The same controls as used to monitor traded market risk allow management to continuously monitor and manage IRRBB. 1 2 Includes electricity risk. Includes prepayment risk and credit spread risk (exposure to movements in generic credit rating bands). 220 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 221 Notes to the financial statements Note 22. Financial risk (continued) Structural foreign exchange risk Structural foreign exchange risk results from the generation of foreign currency denominated earnings and from Westpac’s capital deployed in offshore branches and subsidiaries, where it is denominated in currencies other than Australian dollars. As exchange rates move, the Australian dollar equivalent of offshore earnings and capital is subject to change that could introduce significant variability to the Bank’s reported financial results and capital ratios. To minimise this impact, Westpac manages offshore earnings and capital on the following basis:  New Zealand future earnings are overseen by Group Asset and Liability Committee (ALCO) and may be hedged as per policy approved by Group ALCO;  Permanent capital (capital permanently employed in an offshore jurisdiction to meet regulatory, prudential and/or strategic requirements) of subsidiaries and branches is not hedged. However, hedges on permanently deployed capital may still be considered in light of the cyclical nature of currency valuations;  Free capital (capital that can be repatriated at Westpac’s discretion), excluding capital denominated in minor currencies, may be fully hedged; and  Minor currencies may not be hedged because of liquidity, expensive pricing and materiality. Note 23. Fair values of financial assets and financial liabilities Accounting policy The fair value of a financial instrument 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. On initial recognition, the transaction price generally represents the fair value of the financial instrument unless there is observable information from an active market to the contrary. Where unobservable information is used, the difference between the transaction price and the fair value (day one profit or loss) is recognised in the income statement over the life of the instrument when the inputs become observable. Critical accounting assumptions and estimates The majority of valuation models used by the Group employ only observable market data as inputs. However, for certain financial instruments data may be employed which is not readily observable in current markets.           Where unobservable market data is used, more judgement is required to determine fair value. The significance of these judgements depends on the significance of the unobservable input to the overall valuation. Unobservable inputs are generally derived from other relevant market data and adjusted against: In order to determine a reliable fair value for a financial instrument, management may apply adjustments to the techniques previously described. These adjustments reflect the Group’s assessment of factors that market participants would consider in setting the fair value. These adjustments incorporate bid/offer spreads, credit valuation adjustments and funding valuation adjustments. The Group uses a Fair Valuation Control Framework where the fair value is either determined or validated by a function independent of the transaction. This framework formalises the policies and procedures used to achieve compliance with relevant accounting, industry and regulatory standards. The framework includes specific controls relating to: the revaluation of financial instruments; independent price verification; fair value adjustments; and financial reporting. Notes to the financial statements Note 22. Financial risk (continued) 22.4.2 Traded market risk The table below depicts the aggregate VaR, by risk type, for the year ended 30 September: Consolidated and Parent Entity 2018 2017 2016 $m Interest rate risk Foreign exchange risk Equity risk Commodity risk1 Other market risks2 Diversification effect Net market risk High Low Average High Low Average High Low Average 15.6 6.9 1.0 24.3 5.8 n/a 28.1 5.1 0.7 0.0 1.7 1.4 n/a 6.7 8.6 3.0 0.1 6.5 3.8 (8.6) 13.4 16.0 9.4 0.4 14.1 5.1 n/a 22.9 4.6 0.6 0.0 3.3 3.5 n/a 9.7 8.5 3.1 0.1 6.6 4.2 (8.6) 13.9 14.0 12.2 2.9 4.5 6.0 n/a 18.7 4.6 1.4 0.1 1.4 2.6 n/a 7.7 8.8 5.1 0.3 2.7 3.6 (8.0) 12.5 22.4.3 Non-traded market risk Non-traded market risk includes interest rate risk in the banking book (IRRBB) – the risk to interest income from a mismatch between the duration of assets and liabilities that arises in the normal course of business activities. Net interest income (NII) sensitivity is managed in terms of the NaR. A simulation model is used to calculate Westpac’s potential NaR. This combines the underlying balance sheet data with assumptions about run off and new business, expected repricing behaviour and changes in wholesale market interest rates. Simulations using a range of interest rate scenarios are used to provide a series of potential future NII outcomes. The interest rate scenarios modelled, over a three year time horizon using a 99% confidence interval, include those projected using historical market interest rate volatility as well as 100 and 200 basis point shifts up and down from the current market yield curves in Australia and New Zealand. Additional stressed interest rate scenarios are also considered and modelled. A comparison between the NII outcomes from these modelled scenarios indicates the sensitivity to interest rate changes. Net interest income-at-risk (NaR) interest income: The table below depicts NaR assuming a 100 basis point shock over the next 12 months as a percentage of reported net % (increase)/decrease in net interest income As at Exposure Exposure Exposure As at Exposure Exposure Exposure Consolidated Parent Entity 0.01 (0.22) 0.78 0.51 (0.09) (0.28) 0.27 0.62 0.04 0.34 0.62 0.34 (0.01) (0.33) 0.31 0.05 2018 2017 Maximum Minimum Average Maximum Minimum Average Value at Risk - IRRBB The table below depicts VaR for IRRBB: $m Consolidated Risk mitigation 2018 2017 As at 23.2 High 57.0 Low Average As at 23.2 32.5 57.3 High 57.3 Low Average 27.0 40.8 As at 30 September 2018 the Value at Risk – IRRBB for the Parent Entity was $20.8 million (2017: $56.9 million). IRRBB stems from the ordinary course of banking activities, including structural interest rate risk (the mismatch between the duration of assets and liabilities) and capital management. The Group hedges its exposure to such interest rate risk using derivatives. Further details on the Group’s hedge accounting are discussed in Note 21. The same controls as used to monitor traded market risk allow management to continuously monitor and manage IRRBB. Includes electricity risk. Includes prepayment risk and credit spread risk (exposure to movements in generic credit rating bands). 1 2 220 Notes to the financial statements Note 22. Financial risk (continued) Structural foreign exchange risk Structural foreign exchange risk results from the generation of foreign currency denominated earnings and from Westpac’s capital deployed in offshore branches and subsidiaries, where it is denominated in currencies other than Australian dollars. As exchange rates move, the Australian dollar equivalent of offshore earnings and capital is subject to change that could introduce significant variability to the Bank’s reported financial results and capital ratios. To minimise this impact, Westpac manages offshore earnings and capital on the following basis:  New Zealand future earnings are overseen by Group Asset and Liability Committee (ALCO) and may be hedged as per policy approved by Group ALCO;  Permanent capital (capital permanently employed in an offshore jurisdiction to meet regulatory, prudential and/or strategic requirements) of subsidiaries and branches is not hedged. However, hedges on permanently deployed capital may still be considered in light of the cyclical nature of currency valuations;  Free capital (capital that can be repatriated at Westpac’s discretion), excluding capital denominated in minor currencies, may be fully hedged; and  Minor currencies may not be hedged because of liquidity, expensive pricing and materiality. Note 23. Fair values of financial assets and financial liabilities Accounting policy The fair value of a financial instrument 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. On initial recognition, the transaction price generally represents the fair value of the financial instrument unless there is observable information from an active market to the contrary. Where unobservable information is used, the difference between the transaction price and the fair value (day one profit or loss) is recognised in the income statement over the life of the instrument when the inputs become observable. Critical accounting assumptions and estimates The majority of valuation models used by the Group employ only observable market data as inputs. However, for certain financial instruments data may be employed which is not readily observable in current markets. product type; The availability of observable inputs is influenced by factors such as:   depth of market activity;  maturity of market models; and  complexity of the transaction. Where unobservable market data is used, more judgement is required to determine fair value. The significance of these judgements depends on the significance of the unobservable input to the overall valuation. Unobservable inputs are generally derived from other relevant market data and adjusted against:    observed transaction prices. standard industry practice; economic models; and 3 In order to determine a reliable fair value for a financial instrument, management may apply adjustments to the techniques previously described. These adjustments reflect the Group’s assessment of factors that market participants would consider in setting the fair value. These adjustments incorporate bid/offer spreads, credit valuation adjustments and funding valuation adjustments. Fair Valuation Control Framework The Group uses a Fair Valuation Control Framework where the fair value is either determined or validated by a function independent of the transaction. This framework formalises the policies and procedures used to achieve compliance with relevant accounting, industry and regulatory standards. The framework includes specific controls relating to:     the revaluation of financial instruments; independent price verification; fair value adjustments; and financial reporting. 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 221 Notes to the financial statements Notes to the financial statements Note 23. Fair values of financial assets and financial liabilities (continued) Note 23. Fair values of financial assets and financial liabilities (continued) A key element of the Framework is the Revaluation Committee, comprising senior valuation specialists from within the Group. The Revaluation Committee reviews the application of the agreed policies and procedures to assess that a fair value measurement basis has been applied. Level 2 instruments The fair value for financial instruments that are not actively traded is determined using valuation techniques which maximise the The method of determining fair value differs depending on the information available. Fair value hierarchy A financial instrument’s categorisation within the valuation hierarchy is based on the lowest level input that is significant to the fair value measurement. The Group categorises all fair value instruments according to the hierarchy described below. Valuation techniques The Group applies market accepted valuation techniques in determining the fair valuation of over the counter (OTC) derivatives. This includes credit valuation adjustments (CVA) and funding valuation adjustments (FVA), which incorporate credit risk and funding costs and benefits that arise in relation to uncollateralised derivative positions, respectively. The specific valuation techniques, the observability of the inputs used in valuation models and the subsequent classification for each significant product category are outlined below: Level 1 instruments The fair value of financial instruments traded in active markets based on recent unadjusted quoted prices. These prices are based on actual arm’s length basis transactions. The valuations of Level 1 instruments require little or no management judgement. Instrument Balance sheet category Exchange traded products Derivatives Foreign exchange products Derivatives Derivatives Equity products Trading securities and financial assets designated at fair value Other financial liabilities at fair value through income statement Trading securities and financial assets designated at fair value Valuation Includes: Exchange traded interest rate futures and options and commodity, energy and carbon futures FX spot and futures contracts Listed equities and equity indices All these instruments are traded in liquid, active markets where prices are readily observable. No modelling or assumptions are used in the valuation. Non-asset backed debt instruments Available-for-sale securities Australian and New Zealand Commonwealth government bonds Other financial liabilities at fair value through income statement Life insurance assets and liabilities Life insurance assets Life insurance liabilities Listed equities, exchange traded derivatives and short sale of listed equities within controlled managed investment schemes use of observable market prices. Valuation techniques include: the use of market standard discounting methodologies; option pricing models; and    other valuation techniques widely used and accepted by market participants. Instrument Balance sheet category Includes: Valuation Interest rate products Derivatives Foreign exchange products Derivatives Interest rate and inflation swaps, swaptions, caps, floors, collars and other non- vanilla interest rate derivatives FX swap, FX forward contracts, FX options and other non-vanilla FX derivatives instruments. models. Other credit products Derivatives Single Name and Index credit default swaps (CDS) Commodity products Derivatives Commodity, energy and carbon derivatives Industry standard valuation models are used to calculate the expected future value of payments by product, which is discounted back to a present value. The model’s interest rate inputs are benchmark interest rates and active broker quoted interest rates in the swap, bond and future markets. Interest rate volatilities are sourced from brokers and consensus data providers. If consensus prices are not available, these are classified as Level 3 Derived from market observable inputs or consensus pricing providers using industry standard Valued using an industry standard model that incorporates the credit spread as its principal input. Credit spreads are obtained from consensus data providers. If consensus prices are not available, these are classified as Level 3 instruments. Valued using industry standard models. The models calculate the expected future value of deliveries and payments and discounts them back to a present value. The model inputs include forward curves, volatilities implied from market observable inputs, discount curves and underlying spot and futures prices. The significant inputs are market observable or available through a consensus data service. If consensus prices are not available, these are classified as Level 3 Due to low liquidity exchange traded options are instruments. Level 2. Valued using industry standard models based on observable parameters such as stock prices, dividends, volatilities and interest rates. Equity products Derivatives Exchange traded equity options, OTC equity options and equity warrants Asset backed debt instruments Non-asset backed debt instruments Trading securities and financial assets designated at fair value Available-for-sale securities Trading securities and financial assets designated at fair value Available-for-sale securities Regulatory deposits with central banks overseas Other financial liabilities through income statement securities State and other government bonds, corporate bonds and commercial paper Security repurchase agreements and reverse repurchase agreements over non-asset backed debt Australian residential Valued using an industry approach to value floating mortgage backed securities rate debt with prepayment features. Australian (RMBS) denominated in RMBS are valued using prices sourced from a Australian dollar and other consensus data provider. If consensus prices are asset backed securities not available these are classified as Level 3 (ABS) instruments. Valued using observable market prices which are sourced from consensus pricing services, broker quotes or inter-dealer prices. 222 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 223 Notes to the financial statements Notes to the financial statements Note 23. Fair values of financial assets and financial liabilities (continued) Note 23. Fair values of financial assets and financial liabilities (continued) option pricing models; and the use of market standard discounting methodologies; other valuation techniques widely used and accepted by market participants. Level 2 instruments The fair value for financial instruments that are not actively traded is determined using valuation techniques which maximise the use of observable market prices. Valuation techniques include:    A key element of the Framework is the Revaluation Committee, comprising senior valuation specialists from within the Group. The Revaluation Committee reviews the application of the agreed policies and procedures to assess that a fair value measurement basis has been applied. The method of determining fair value differs depending on the information available. A financial instrument’s categorisation within the valuation hierarchy is based on the lowest level input that is significant to the Fair value hierarchy fair value measurement. Valuation techniques The Group applies market accepted valuation techniques in determining the fair valuation of over the counter (OTC) derivatives. This includes credit valuation adjustments (CVA) and funding valuation adjustments (FVA), which incorporate credit risk and funding costs and benefits that arise in relation to uncollateralised derivative positions, respectively. The specific valuation techniques, the observability of the inputs used in valuation models and the subsequent classification for each significant product category are outlined below: Level 1 instruments based on actual arm’s length basis transactions. The fair value of financial instruments traded in active markets based on recent unadjusted quoted prices. These prices are The valuations of Level 1 instruments require little or no management judgement. Instrument Includes: Valuation Balance sheet category Exchange traded products Derivatives Foreign exchange products Derivatives Derivatives Exchange traded interest rate futures and options and commodity, energy and carbon futures FX spot and futures contracts Equity products designated at fair value Listed equities and equity indices Trading securities and financial assets Other financial liabilities at fair value through income statement Trading securities and financial assets designated at fair value Other financial liabilities at fair value through income statement Non-asset backed Available-for-sale debt instruments securities Australian and New Zealand Commonwealth government bonds Life insurance assets and liabilities Life insurance assets Life insurance liabilities Listed equities, exchange traded derivatives and short sale of listed equities within controlled managed investment schemes All these instruments are traded in liquid, active markets where prices are readily observable. No modelling or assumptions are used in the valuation. The Group categorises all fair value instruments according to the hierarchy described below. Instrument Balance sheet category Includes: Interest rate products Derivatives Foreign exchange products Derivatives Interest rate and inflation swaps, swaptions, caps, floors, collars and other non- vanilla interest rate derivatives FX swap, FX forward contracts, FX options and other non-vanilla FX derivatives Other credit products Derivatives Single Name and Index credit default swaps (CDS) Commodity products Derivatives Commodity, energy and carbon derivatives Equity products Derivatives Asset backed debt instruments Non-asset backed debt instruments Trading securities and financial assets designated at fair value Available-for-sale securities Trading securities and financial assets designated at fair value Available-for-sale securities Regulatory deposits with central banks overseas Other financial liabilities at fair value through income statement Exchange traded equity options, OTC equity options and equity warrants Australian residential mortgage backed securities (RMBS) denominated in Australian dollar and other asset backed securities (ABS) State and other government bonds, corporate bonds and commercial paper Security repurchase agreements and reverse repurchase agreements over non-asset backed debt securities Valuation Industry standard valuation models are used to calculate the expected future value of payments by product, which is discounted back to a present value. The model’s interest rate inputs are benchmark interest rates and active broker quoted interest rates in the swap, bond and future markets. Interest rate volatilities are sourced from brokers and consensus data providers. If consensus prices are not available, these are classified as Level 3 instruments. Derived from market observable inputs or consensus pricing providers using industry standard models. Valued using an industry standard model that incorporates the credit spread as its principal input. Credit spreads are obtained from consensus data providers. If consensus prices are not available, these are classified as Level 3 instruments. Valued using industry standard models. The models calculate the expected future value of deliveries and payments and discounts them back to a present value. The model inputs include forward curves, volatilities implied from market observable inputs, discount curves and underlying spot and futures prices. The significant inputs are market observable or available through a consensus data service. If consensus prices are not available, these are classified as Level 3 instruments. Due to low liquidity exchange traded options are Level 2. Valued using industry standard models based on observable parameters such as stock prices, dividends, volatilities and interest rates. Valued using an industry approach to value floating rate debt with prepayment features. Australian RMBS are valued using prices sourced from a consensus data provider. If consensus prices are not available these are classified as Level 3 instruments. Valued using observable market prices which are sourced from consensus pricing services, broker quotes or inter-dealer prices. 3 222 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 223 Notes to the financial statements Notes to the financial statements Note 23. Fair values of financial assets and financial liabilities (continued) Note 23. Fair values of financial assets and financial liabilities (continued) Level 2 instruments (continued) Instrument Balance sheet category Includes: Loans at fair value Loans Fixed rate bills Valuation Discounted cash flow approach, using a discount rate which reflects the terms of the instrument and the timing of cash flows, adjusted for creditworthiness based on market observable inputs. The tables below summarise the attribution of financial instruments measured at fair value to the fair value hierarchy: Consolidated 2018 2017 Valuation Valuation Valuation Valuation Quoted Techniques Techniques Quoted Techniques Techniques Market (Market (Non-Market Market (Market (Non-Market Prices Observable) Observable) Prices Observable) Observable) $m (Level 1) (Level 2) (Level 3) Total (Level 1) (Level 2) (Level 3) Total Certificates of deposit Deposits and other borrowings Certificates of deposit Discounted cash flow using market rates offered for deposits of similar remaining maturities. Debt issues at fair value Debt issues Debt issues Discounted cash flows, using a discount rate which reflects the terms of the instrument and the timing of cash flows adjusted for market observable changes in Westpac’s implied credit worthiness. Life insurance assets and liabilities Life insurance assets Life insurance liabilities Corporate bonds, over the counter derivatives, units in unlisted unit trusts, life insurance contract liabilities, life investment contract liabilities and external liabilities of managed investment schemes controlled by statutory life funds Valued using observable market prices or other widely used and accepted valuation techniques utilising observable market input. Level 3 instruments Financial instruments valued where at least one input that could have a significant effect on the instrument’s valuation is not based on observable market data due to illiquidity or complexity of the product. These inputs are generally derived and extrapolated from other relevant market data and calibrated against current market trends and historical transactions. These valuations are calculated using a high degree of management judgement. Instrument Asset backed debt instruments Balance sheet category Trading securities and financial assets designated at fair value Available-for-sale securities Non-asset backed debt instruments Trading securities and financial assets designated at fair value Available-for-sale securities Includes: Valuation Collateralised loan obligations and offshore asset-backed debt instruments As prices for these securities are not available from a consensus provider these are revalued based on third party revaluations (lead manager or inter- dealer). Due to their illiquidity and/or complexity they are classified as Level 3 assets. Government securities (predominantly PNG government bonds) Government securities from illiquid markets are classified as Level 3. Fair value is monitored by reference to recent issuances. Equity investments Trading securities and financial assets designated at fair value Available-for-sale securities Investments in unlisted funds, boutique investment management companies and strategic equity investments Valued using valuation techniques appropriate to the investment, including the use of recent arm’s length transactions where available, discounted cash flow approach, reference to the net assets of the entity or to the most recent fund unit pricing. Due to their illiquidity, complexity and/or use of unobservable inputs into valuation models, they are classified as Level 3 assets. Financial assets measured at fair value on a recurring basis Trading securities and financial assets designated at fair value Derivative financial instruments Available-for-sale securities Loans Life insurance assets Regulatory deposits with central Total financial assets measured Financial liabilities measured at fair value on a recurring basis Deposits and other borrowings at fair value Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues at fair value Life insurance liabilities Total financial liabilities measured at fair value 8,958 20 11,996 - 1,345 12,846 24,066 48,504 3,250 8,105 330 22,134 6,815 15 24,101 619 61,119 7,252 9 - 2,768 3,250 9,450 17,742 24,009 52,841 4,587 7,875 767 25,324 15 24,033 617 60,710 - 4,587 - 10,643 - - - banks overseas - 998 998 - 659 - 659 at fair value 22,319 97,769 964 121,052 16,844 107,713 1,399 125,956 - 41,178 - 41,178 - 46,569 - 46,569 496 76 - - 3,801 24,325 3,355 7,597 - 4,297 6 24,407 - - 3,355 7,597 208 8 - - 3,848 25,358 4,673 9,019 - 4,056 9 25,375 - - 4,673 9,019 572 80,256 6 80,834 216 89,467 9 89,692 Parent Entity 2018 2017 Valuation Valuation Valuation Valuation Quoted Techniques Techniques Quoted Techniques Techniques Market (Market (Non-Market Market (Market (Non-Market Prices Observable) Observable) Prices Observable) Observable) $m (Level 1) (Level 2) (Level 3) Total (Level 1) (Level 2) (Level 3) Total 11,259 23,529 45,786 3,250 206 20,417 6,797 13 23,562 70 56,513 - 3,250 9 5,480 - - 15,648 23,799 50,256 4,587 501 22,946 15 23,823 64 55,800 - 4,587 998 - 998 659 - 659 at fair value 19,629 84,822 289 104,740 12,286 94,949 580 107,815 Financial assets measured at fair value on a recurring basis Trading securities and financial assets designated at fair value Derivative financial instruments Available-for-sale securities Loans Regulatory deposits with central banks overseas Total financial assets measured 8,952 20 10,657 - - Financial liabilities measured at fair value on a recurring basis Deposits and other borrowings at fair value Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues at fair value Total financial liabilities measured at fair value - 40,062 - 40,062 - 46,023 - 46,023 496 76 - 3,801 24,147 3,223 - 4,297 6 24,229 - 3,223 208 8 - 3,830 24,894 2,940 - 4,038 9 24,911 - 2,940 572 71,233 6 71,811 216 77,687 9 77,912 224 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 225 Notes to the financial statements Notes to the financial statements Note 23. Fair values of financial assets and financial liabilities (continued) Note 23. Fair values of financial assets and financial liabilities (continued) Level 2 instruments (continued) The tables below summarise the attribution of financial instruments measured at fair value to the fair value hierarchy: Instrument Balance sheet category Includes: Valuation Consolidated 2018 2017 Valuation Valuation Quoted Techniques Techniques Market (Market (Non-Market Prices Observable) Observable) (Level 3) (Level 2) (Level 1) Valuation Valuation Quoted Techniques Techniques Market (Market (Non-Market Prices Observable) Observable) (Level 3) (Level 2) Total (Level 1) Total $m Financial assets measured at fair value on a recurring basis Trading securities and financial assets designated at fair value Derivative financial instruments Available-for-sale securities Loans Life insurance assets Regulatory deposits with central banks overseas Total financial assets measured at fair value Financial liabilities measured at fair value on a recurring basis Deposits and other borrowings at fair value Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues at fair value Life insurance liabilities Total financial liabilities measured at fair value 8,958 20 11,996 - 1,345 12,846 24,066 48,504 3,250 8,105 330 22,134 15 24,101 619 61,119 3,250 9,450 - - 6,815 9 7,252 - 2,768 17,742 24,009 52,841 4,587 7,875 767 25,324 15 24,033 617 60,710 - 4,587 - 10,643 - 998 - 998 - 659 - 659 22,319 97,769 964 121,052 16,844 107,713 1,399 125,956 - 41,178 - 41,178 - 46,569 - 46,569 496 76 - - 3,801 24,325 3,355 7,597 - 4,297 6 24,407 3,355 - 7,597 - 208 8 - - 3,848 25,358 4,673 9,019 - 4,056 9 25,375 4,673 - 9,019 - 572 80,256 6 80,834 216 89,467 9 89,692 Parent Entity 2018 2017 Loans at fair value Loans Fixed rate bills the timing of cash flows, adjusted for Discounted cash flow approach, using a discount rate which reflects the terms of the instrument and creditworthiness based on market observable inputs. Certificates of Deposits and other deposit borrowings Certificates of deposit Discounted cash flow using market rates offered for deposits of similar remaining maturities. Debt issues at fair value Debt issues Debt issues Discounted cash flows, using a discount rate which reflects the terms of the instrument and the timing of cash flows adjusted for market observable changes in Westpac’s implied credit worthiness. Life insurance assets and liabilities Life insurance assets Life insurance liabilities Valued using observable market prices or other widely used and accepted valuation techniques utilising observable market input. Corporate bonds, over the counter derivatives, units in unlisted unit trusts, life insurance contract liabilities, life investment contract liabilities and external liabilities of managed investment schemes controlled by statutory life funds Level 3 instruments Financial instruments valued where at least one input that could have a significant effect on the instrument’s valuation is not based on observable market data due to illiquidity or complexity of the product. These inputs are generally derived and extrapolated from other relevant market data and calibrated against current market trends and historical transactions. These valuations are calculated using a high degree of management judgement. Instrument Balance sheet category Includes: Valuation Asset backed debt instruments Trading securities and financial assets designated at fair value Collateralised loan obligations and offshore asset-backed debt Available-for-sale securities instruments As prices for these securities are not available from a consensus provider these are revalued based on third party revaluations (lead manager or inter- dealer). Due to their illiquidity and/or complexity they are classified as Level 3 assets. Non-asset backed debt instruments Trading securities and financial assets designated at fair value Available-for-sale securities Government securities Government securities from illiquid markets are (predominantly PNG government bonds) classified as Level 3. Fair value is monitored by reference to recent issuances. Equity investments Trading securities and financial assets designated at fair value Available-for-sale securities Investments in unlisted funds, boutique investment management companies and strategic equity investments Valued using valuation techniques appropriate to the investment, including the use of recent arm’s length transactions where available, discounted cash flow approach, reference to the net assets of the entity or to the most recent fund unit pricing. Due to their illiquidity, complexity and/or use of unobservable inputs into valuation models, they are classified as Level 3 assets. Trading securities and financial assets designated at fair value Derivative financial instruments Available-for-sale securities Loans Regulatory deposits with central banks overseas Total financial assets measured at fair value Financial liabilities measured at fair value on a recurring basis Deposits and other borrowings at fair value Other financial liabilities at fair value through income statement Derivative financial instruments Debt issues at fair value Total financial liabilities measured at fair value 8,952 20 10,657 - 11,259 23,529 45,786 3,250 206 20,417 13 23,562 70 56,513 3,250 - 6,797 9 5,480 - 15,648 23,799 50,256 4,587 501 22,946 15 23,823 64 55,800 4,587 - - 998 - 998 - 659 - 659 19,629 84,822 289 104,740 12,286 94,949 580 107,815 3 - 40,062 - 40,062 - 46,023 - 46,023 496 76 - 3,801 24,147 3,223 - 4,297 6 24,229 3,223 - 208 8 - 3,830 24,894 2,940 - 4,038 9 24,911 2,940 - 572 71,233 6 71,811 216 77,687 9 77,912 224 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 225 Valuation Valuation Quoted Techniques Techniques Market (Market (Non-Market Prices Observable) Observable) (Level 3) Valuation Valuation Quoted Techniques Techniques Market (Market (Non-Market Prices Observable) Observable) (Level 3) $m Financial assets measured at fair value on a recurring basis Total (Level 1) (Level 2) (Level 2) (Level 1) Total Notes to the financial statements Notes to the financial statements Note 23. Fair values of financial assets and financial liabilities (continued) Note 23. Fair values of financial assets and financial liabilities (continued) Analysis of movements between fair value hierarchy levels Transfers into and out of Level 3 have occurred due to changes in observability in the significant inputs into the valuation models used to determine the fair value of the related financial instruments. Transfers in and transfers out are reported using the end of year fair values and are disclosed in the following table. Reconciliation of non-market observables The tables below summarise the changes in financial instruments measured at fair value derived from non-market observable valuation techniques (Level 3): Parent Entity 2018 Trading Securities and Financial Assets Designated $m at Fair Value Derivatives Securities Assets Derivatives Liabilities 501 15 64 580 9 9 Available- Total for-Sale Level 3 Total Level 3 Consolidated 2018 $m Balance as at beginning of year Gains/(losses) on assets/(gains)/ losses on liabilities recognised in: Income statements Available-for-sale securities reserve Acquisition and issues Disposal and settlements Transfer into or out of non-market observables Foreign currency translation impacts Balance as at end of year Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2018 Consolidated 2017 $m Balance as at beginning of year Gains/(losses) on assets/(gains)/ losses on liabilities recognised in: Income statements Available-for-sale securities reserve Acquisition and issues Disposal and settlements Transfer into or out of non-market observables Foreign currency translation impacts Balance as at end of year Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2017 Trading Securities and Financial Assets Designated Available- for-Sale at Fair Value Derivatives Securities Total Total Level 3 Level 3 Assets Derivatives Liabilities 767 15 617 1,399 9 9 2 - 67 (433) (75) 2 330 1 - 3 (4) - - 15 - (7) 1,446 (1,456) - 19 619 3 (7) 1,516 (1,893) (75) 21 964 1 - 1 (5) - - 6 1 - 1 (5) - - 6 (7) 4 - (3) (2) (2) Trading Securities and Financial Assets Designated Available- for-Sale at Fair Value Derivatives Securities Total Total Level 3 Level 3 Assets Derivatives Liabilities 840 43 704 1,587 17 17 (26) - 122 (162) 10 (17) 767 (8) - 5 (13) (12) - 15 - 4 1,572 (1,645) - (18) 617 (34) 4 1,699 (1,820) (2) (35) 1,399 (3) - 6 (9) (2) - 9 (3) - 6 (9) (2) - 9 (29) (2) - (31) (3) (3) 6 - 21 (268) (53) (1) 206 1 - 3 (6) - - 13 - 2 18 (14) - - 70 7 2 42 (288) (53) (1) 289 Balance as at beginning of year Gains/(losses) on assets/(gains)/ losses on liabilities recognised in: Income statements Available-for-sale securities reserve Acquisition and issues Disposal and settlements Transfer into or out of non-market observables Foreign currency translation impacts Balance as at end of year Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2018 Parent Entity 2017 Balance as at beginning of year Gains/(losses) on assets/(gains)/ losses on liabilities recognised in: Income statements Available-for-sale securities reserve Acquisition and issues Disposal and settlements Transfer into or out of non-market observables Foreign currency translation impacts Balance as at end of year Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2017 5 4 - 9 (2) (2) $m at Fair Value Derivatives Securities Assets Derivatives Liabilities 590 42 50 682 17 17 Available- Total for-Sale Level 3 Total Level 3 Trading Securities and Financial Assets Designated 8 - 32 (122) 10 (17) 501 (7) - 5 (13) (12) - 15 - - 14 - - - 64 1 - 51 (135) (2) (17) 580 1 (2) - (1) (3) (3) 1 - 1 (5) - - 6 (3) - 6 (9) (2) - 9 1 - 1 (5) - - 6 (3) - 6 (9) (2) - 9 226 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 227 Notes to the financial statements Notes to the financial statements Note 23. Fair values of financial assets and financial liabilities (continued) Note 23. Fair values of financial assets and financial liabilities (continued) Analysis of movements between fair value hierarchy levels Transfers into and out of Level 3 have occurred due to changes in observability in the significant inputs into the valuation models used to determine the fair value of the related financial instruments. Transfers in and transfers out are reported using the end of year fair values and are disclosed in the following table. The tables below summarise the changes in financial instruments measured at fair value derived from non-market observable Reconciliation of non-market observables valuation techniques (Level 3): Consolidated 2018 Trading Securities and Financial Assets Designated $m at Fair Value Derivatives Securities Assets Derivatives Liabilities 767 15 617 1,399 9 9 Available- Total for-Sale Level 3 Total Level 3 Balance as at beginning of year Gains/(losses) on assets/(gains)/ losses on liabilities recognised in: Income statements Available-for-sale securities reserve Acquisition and issues Disposal and settlements Transfer into or out of non-market observables Foreign currency translation impacts Balance as at end of year Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2018 Consolidated 2017 Balance as at beginning of year Gains/(losses) on assets/(gains)/ losses on liabilities recognised in: Income statements Available-for-sale securities reserve Acquisition and issues Disposal and settlements Transfer into or out of non-market observables Foreign currency translation impacts Balance as at end of year Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2017 (7) 4 - (3) (2) (2) $m at Fair Value Derivatives Securities Assets Derivatives Liabilities 840 43 704 1,587 17 17 Available- Total for-Sale Level 3 Total Level 3 Trading Securities and Financial Assets Designated 2 - 67 (433) (75) 2 330 (26) - 122 (162) 10 (17) 767 1 - 3 (4) - - 15 - (7) 1,446 (1,456) - 19 619 3 (7) 1,516 (1,893) (75) 21 964 (8) - 5 (13) (12) - 15 - 4 1,572 (1,645) - (18) 617 (34) 4 1,699 (1,820) (2) (35) 1,399 1 - 1 (5) - - 6 (3) - 6 (9) (2) - 9 1 - 1 (5) - - 6 (3) - 6 (9) (2) - 9 (29) (2) - (31) (3) (3) Parent Entity 2018 $m Balance as at beginning of year Gains/(losses) on assets/(gains)/ losses on liabilities recognised in: Income statements Available-for-sale securities reserve Acquisition and issues Disposal and settlements Transfer into or out of non-market observables Foreign currency translation impacts Balance as at end of year Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2018 Parent Entity 2017 $m Balance as at beginning of year Gains/(losses) on assets/(gains)/ losses on liabilities recognised in: Income statements Available-for-sale securities reserve Acquisition and issues Disposal and settlements Transfer into or out of non-market observables Foreign currency translation impacts Balance as at end of year Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2017 Trading Securities and Financial Assets Designated Available- for-Sale at Fair Value Derivatives Securities Total Total Level 3 Level 3 Assets Derivatives Liabilities 501 15 64 580 9 9 6 - 21 (268) (53) (1) 206 1 - 3 (6) - - 13 - 2 18 (14) - - 70 7 2 42 (288) (53) (1) 289 1 - 1 (5) - - 6 1 - 1 (5) - - 6 5 4 - 9 (2) (2) Trading Securities and Financial Assets Designated Available- for-Sale at Fair Value Derivatives Securities Total Total Level 3 Level 3 Assets Derivatives Liabilities 590 42 50 682 17 17 8 - 32 (122) 10 (17) 501 (7) - 5 (13) (12) - 15 - - 14 - - - 64 1 - 51 (135) (2) (17) 580 (3) - 6 (9) (2) - 9 (3) - 6 (9) (2) - 9 3 1 (2) - (1) (3) (3) 226 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 227 Notes to the financial statements Notes to the financial statements Note 23. Fair values of financial assets and financial liabilities (continued) Note 23. Fair values of financial assets and financial liabilities (continued) Significant unobservable inputs Sensitivities to reasonably possible changes in non-market observable valuation assumptions would not have a material impact on the Group’s reported results. Day one profit or loss The closing balance of unrecognised day one profit for both the Group and the Parent Entity for the year was $4 million (30 September 2017: $5 million profit). Financial instruments not measured at fair value For financial instruments not measured at fair value on a recurring basis, fair value has been derived as follows: Instrument Loans Valuation Where available, the fair value of loans is based on observable market transactions; otherwise fair value is estimated using discounted cash flow models. For variable rate loans, the discount rate used is the current effective interest rate. The discount rate applied for fixed rate loans reflects the market rate for the maturity of the loan and the credit worthiness of the borrower. Deposits and other borrowings Fair values of deposit liabilities payable on demand (interest free, interest bearing and savings deposits) approximate their carrying value. Fair values for term deposits are estimated using discounted cash flows, applying market rates offered for deposits of similar remaining maturities. Debt issues and loan capital Fair values are calculated using a discounted cash flow model. The discount rates applied reflect the terms of the instruments, the timing of the estimated cash flows and are adjusted for any changes in Westpac’s credit spreads. All other financial assets and liabilities For all other financial assets and liabilities, the carrying value approximates the fair value. These items are either short-term in nature, re-price frequently or are of a high credit rating. value: Consolidated $m Loans Consolidated $m Loans The following tables summarise the estimated fair value and fair value hierarchy of financial instruments not measured at fair 2018 Fair Value Quoted Market Valuation Valuation Techniques Techniques (Market (Non-Market Carrying Prices Observable) Observable) Amount (Level 1) (Level 2) (Level 3) Total Financial assets not measured at fair value Cash and balances with central banks 26,431 26,431 Receivables due from other financial institutions 5,790 4,332 1,458 Regulatory deposits with central banks overseas Other financial assets Total financial assets not measured at fair value 743,532 31,120 706,742 743,834 Financial liabilities not measured at fair value Payables due to other financial institutions 18,137 2,171 706,742 706,742 26,431 5,790 357 4,514 18,137 170,060 17,438 7,855 2,838 518,791 706,440 357 4,514 357 - - 518,107 169,241 17,265 7,855 - - - - Deposits and other borrowings Debt issues1 Loan capital Other financial liabilities Total financial liabilities not measured at fair value 730,605 2,171 2,838 732,281 Quoted Market Valuation Valuation Techniques Techniques (Market (Non-Market Carrying Prices Observable) Observable) Amount (Level 1) (Level 2) (Level 3) Total Financial assets not measured at fair value Cash and balances with central banks 18,397 18,397 - 18,397 Receivables due from other financial institutions 7,128 4,834 1,902 392 7,128 Regulatory deposits with central banks overseas Other financial assets Total financial assets not measured at fair value 711,000 23,620 680,960 711,236 Financial liabilities not measured at fair value Payables due to other financial institutions 21,907 2,429 680,332 389 4,754 389 - - 487,022 163,683 17,666 7,490 - - - - 680,568 680,568 389 4,754 21,907 165,151 18,087 7,490 2,794 487,723 Deposits and other borrowings Debt issues1 Loan capital Other financial liabilities Total financial liabilities not measured at fair value 697,768 2,429 2,794 700,358 - - - 4,514 5,972 15,966 515,953 170,060 17,438 7,855 727,272 2017 Fair Value - - - 4,754 6,656 19,478 484,929 165,151 18,087 7,490 695,135 - - - - - - - - - - - - - - 228 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 229 1 The estimated fair value of debt issues includes the impact of changes in Westpac's credit spreads since origination. Notes to the financial statements Significant unobservable inputs on the Group’s reported results. Day one profit or loss (30 September 2017: $5 million profit). Financial instruments not measured at fair value The closing balance of unrecognised day one profit for both the Group and the Parent Entity for the year was $4 million For financial instruments not measured at fair value on a recurring basis, fair value has been derived as follows: Instrument Valuation Loans Where available, the fair value of loans is based on observable market transactions; otherwise fair value is estimated using discounted cash flow models. For variable rate loans, the discount rate used is the current effective interest rate. The discount rate applied for fixed rate loans reflects the market rate for the maturity of the loan and the credit worthiness of the borrower. Deposits and other borrowings Fair values of deposit liabilities payable on demand (interest free, interest bearing and savings deposits) approximate their carrying value. Fair values for term deposits are estimated using discounted cash flows, applying market rates offered for deposits of similar remaining maturities. Fair values are calculated using a discounted cash flow model. The discount rates applied reflect the terms of the instruments, the timing of the estimated cash flows and are adjusted for any changes in Westpac’s credit For all other financial assets and liabilities, the carrying value approximates the fair value. These items are either short-term in nature, re-price frequently or are of a high credit rating. Debt issues and loan capital spreads. All other financial assets and liabilities Note 23. Fair values of financial assets and financial liabilities (continued) Note 23. Fair values of financial assets and financial liabilities (continued) Sensitivities to reasonably possible changes in non-market observable valuation assumptions would not have a material impact The following tables summarise the estimated fair value and fair value hierarchy of financial instruments not measured at fair value: Notes to the financial statements Consolidated $m Financial assets not measured at fair value Cash and balances with central banks Receivables due from other financial institutions Loans Regulatory deposits with central banks overseas Other financial assets Quoted Market Prices (Level 1) Carrying Amount 26,431 26,431 5,790 4,332 706,440 357 4,514 - 357 - Total financial assets not measured at fair value 743,532 31,120 Financial liabilities not measured at fair value Payables due to other financial institutions 18,137 2,171 Deposits and other borrowings Debt issues1 Loan capital Other financial liabilities Total financial liabilities not measured at fair value 518,107 169,241 17,265 7,855 730,605 - - - - 2,171 Consolidated $m Financial assets not measured at fair value Cash and balances with central banks Receivables due from other financial institutions Loans Regulatory deposits with central banks overseas Other financial assets Quoted Market Prices (Level 1) Carrying Amount 18,397 18,397 7,128 4,834 680,332 389 4,754 - 389 - Total financial assets not measured at fair value 711,000 23,620 Financial liabilities not measured at fair value Payables due to other financial institutions 21,907 2,429 Deposits and other borrowings Debt issues1 Loan capital Other financial liabilities Total financial liabilities not measured at fair value 487,022 163,683 17,666 7,490 697,768 - - - - 2,429 2018 Fair Value Valuation Techniques (Market Observable) (Level 2) Valuation Techniques (Non-Market Observable) (Level 3) Total - 1,458 - - 4,514 5,972 15,966 515,953 170,060 17,438 7,855 727,272 - - 26,431 5,790 706,742 706,742 - - 357 4,514 706,742 743,834 - 18,137 2,838 518,791 - - - 2,838 170,060 17,438 7,855 732,281 2017 Fair Value Valuation Techniques (Market Observable) (Level 2) Valuation Techniques (Non-Market Observable) (Level 3) Total - 1,902 - - 4,754 6,656 19,478 484,929 165,151 18,087 7,490 695,135 - 18,397 392 7,128 680,568 680,568 - - 389 4,754 680,960 711,236 - 21,907 2,794 487,723 - - - 2,794 165,151 18,087 7,490 700,358 3 228 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 229 1 The estimated fair value of debt issues includes the impact of changes in Westpac's credit spreads since origination. Notes to the financial statements Notes to the financial statements Note 23. Fair values of financial assets and financial liabilities (continued) Note 24. Offsetting financial assets and financial liabilities Parent Entity $m Financial assets not measured at fair value Cash and balances with central banks Receivables due from other financial institutions Loans Regulatory deposits with central banks overseas Due from subsidiaries Other financial assets Quoted Market Prices (Level 1) Carrying Amount 24,726 24,726 5,711 4,267 626,918 250 140,597 3,677 - 250 - - Total financial assets not measured at fair value 801,879 29,243 Financial liabilities not measured at fair value Payables due to other financial institutions 17,682 1,735 Deposits and other borrowings Debt issues1 Due to subsidiaries Loan capital Other financial liabilities Total financial liabilities not measured at fair value Parent Entity $m Financial assets not measured at fair value Cash and balances with central banks Receivables due from other financial institutions Loans Regulatory deposits with central banks overseas Due from subsidiaries Other financial assets 460,406 149,065 142,400 17,265 7,035 793,853 - - - - - 1,735 Quoted Market Prices (Level 1) Carrying Amount 16,405 16,405 6,357 4,462 601,650 286 142,455 4,000 - 286 - - Total financial assets not measured at fair value 771,153 21,153 Financial liabilities not measured at fair value Payables due to other financial institutions 21,775 2,304 Deposits and other borrowings Debt issues1 Due to subsidiaries Loan capital Other financial liabilities Total financial liabilities not measured at fair value 431,670 141,176 143,834 17,666 6,868 762,989 - - - - - 2,304 2018 Fair Value Valuation Techniques (Market Observable) (Level 2) Valuation Techniques (Non-Market Observable) (Level 3) Total - 1,444 - - - 3,677 5,121 - - 24,726 5,711 627,070 627,070 - 250 140,597 140,597 - 3,677 767,667 802,031 15,947 459,841 149,800 - 17,682 1,213 461,054 - 149,800 - 142,400 142,400 17,438 7,035 650,061 - 17,438 - 143,613 7,035 795,409 2017 Fair Value Valuation Techniques (Market Observable) (Level 2) Valuation Techniques (Non-Market Observable) (Level 3) Total - 1,895 - - - 4,000 5,895 - - 16,405 6,357 601,784 601,784 - 286 142,455 142,455 - 4,000 744,239 771,287 19,471 431,113 142,474 - 21,775 1,216 432,329 - 142,474 - 143,834 143,834 18,087 6,868 618,013 - 18,087 - 145,050 6,868 765,367 1 The estimated fair value of debt issues includes the impact of changes in Westpac’s credit spreads since origination. 230 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 231 Accounting policy Financial assets and liabilities are presented net in the balance sheet when the Group has a legally enforceable right to offset them 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 gross assets and liabilities behind the net amounts reported in the balance sheet are disclosed in the table below. Some of the Group’s offsetting arrangements are not enforceable in all circumstances. The assets and liabilities under such agreements are also disclosed in the table below, to illustrate the net balance sheet amount if these future events should occur. The amounts in the tables below may not tie back to the balance sheet if there are balances which are not subject to offsetting arrangements. The amounts presented in this note do not represent the credit risk exposure of the Group or Parent Entity. Refer to Note 22.2 for information on credit risk management. The offsetting and collateral arrangements and other credit risk mitigation strategies used by the Group are further explained in the ‘Management of risk mitigation’ section of Note 22.2.2. Effects of Offsetting on Balance Sheet Amounts Subject to Enforceable Netting Arrangements But Not Offset Net Amounts Other Reported on Recognised Financial Gross Amounts the Balance Financial Cash Instrument Net Amounts Offset Sheet Instruments Collateral Collateral Amount Consolidated $m 2018 Assets Receivables due from other financial institutions1 Securities purchased under agreement to resell2 Loans3 Other assets4 Total assets Liabilities Derivative financial instruments Security repurchase agreements5 Deposits and other borrowings3 Other liabilities4 Total liabilities 2017 Assets Receivables due from other financial institutions1 Securities purchased under agreement to resell2 Loans3 Other assets4 Total assets Liabilities Derivative financial instruments 32,828 (8,727) (15,962) (2,184) 46,983 (21,309) 25,674 (15,962) (2,187) (1,404) 6,121 (15,962) (4,487) 67,304 (21,309) 45,995 (15,962) (4,487) (11,066) 14,480 14 1,379 8,519 4,243 - - (8,420) (4,162) 37,296 (12,889) 9,522 20,486 - (8,420) - - 15 - - 6,887 15,990 (15,925) 2,269 (1,615) 14 24,101 1,379 99 81 24,407 9,522 12,066 - 15 24,033 6,887 65 654 25,375 12,960 5,424 12 43,771 - - - - - - - - - - - - - - (14) (14) - 5,941 (1,376) - 99 81 (1,544) (9,522) 2,414 12,066 - - - - - - - - - - (14) (18) 1 4,870 (42) (6,814) 31 65 654 1,695 - 5,424 12 - (3) - - - - - - - - (2) - - 56,847 (25,193) 31,654 (16,707) (2,480) (6,846) 5,621 Derivative financial instruments Security repurchase agreements5 Deposits and other borrowings3 Other liabilities4 Total liabilities 34,642 12,960 21,349 13 (9,267) (15,925) - (1) 68,964 (25,193) (16,707) (5,552) (1,421) (12,958) (16,707) (5,554) (14,379) 7,131 Derivative financial instruments 31,686 (7,653) (16,707) (2,438) 1 Consist of stock borrowing arrangements, reported as part of cash collateral in Note 10. 2 Securities purchased under agreement to resell form part of Note 11. 3 Consist of debt and interest set-off accounts which meet the requirements for offsetting as described above. These accounts form part of business loans in Note 13 and part of Deposits and other borrowings at amortised cost in Note 17. 4 Gross amounts consist of initial and variation margin held directly with central clearing counterparties, where variation margin is receivable it is reported as part of Other in Note 27. Where variation margin is payable it is reported as part of Other in Note 29. Amounts offset relate to variation 5 Security repurchase agreements form part of Note 16 recognised at amortised cost and part of Note 18 recognised at fair value through income margin. statement. Notes to the financial statements Notes to the financial statements Note 23. Fair values of financial assets and financial liabilities (continued) Note 24. Offsetting financial assets and financial liabilities Accounting policy Financial assets and liabilities are presented net in the balance sheet when the Group has a legally enforceable right to offset them 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 gross assets and liabilities behind the net amounts reported in the balance sheet are disclosed in the table below. Some of the Group’s offsetting arrangements are not enforceable in all circumstances. The assets and liabilities under such agreements are also disclosed in the table below, to illustrate the net balance sheet amount if these future events should occur. The amounts in the tables below may not tie back to the balance sheet if there are balances which are not subject to offsetting arrangements. The amounts presented in this note do not represent the credit risk exposure of the Group or Parent Entity. Refer to Note 22.2 for information on credit risk management. The offsetting and collateral arrangements and other credit risk mitigation strategies used by the Group are further explained in the ‘Management of risk mitigation’ section of Note 22.2.2. Due from subsidiaries Other financial assets Deposits and other borrowings Debt issues1 Due to subsidiaries Loan capital Other financial liabilities Parent Entity $m Loans Parent Entity $m Loans Due from subsidiaries Other financial assets Deposits and other borrowings Debt issues1 Due to subsidiaries Loan capital Other financial liabilities Financial assets not measured at fair value Cash and balances with central banks 24,726 24,726 Receivables due from other financial institutions 5,711 4,267 1,444 Total financial assets not measured at fair value 801,879 29,243 767,667 802,031 Financial liabilities not measured at fair value Payables due to other financial institutions 17,682 1,735 Total financial liabilities not measured at fair value 793,853 1,735 143,613 795,409 2018 Fair Value Quoted Market Valuation Valuation Techniques Techniques (Market (Non-Market Carrying Prices Observable) Observable) Amount (Level 1) (Level 2) (Level 3) Total 626,918 140,597 3,677 460,406 149,065 142,400 17,265 7,035 601,650 142,455 4,000 431,670 141,176 143,834 17,666 6,868 - - - - 3,677 5,121 15,947 459,841 149,800 17,438 7,035 650,061 2017 Fair Value - - - - 4,000 5,895 19,471 431,113 142,474 18,087 6,868 618,013 - - - - - - - - - - - - - - - - 627,070 627,070 - - - - 24,726 5,711 250 3,677 140,597 140,597 - 142,400 142,400 - 17,682 1,213 461,054 - 149,800 - - 17,438 7,035 601,784 601,784 - - - - 16,405 6,357 286 4,000 142,455 142,455 - 143,834 143,834 - 21,775 1,216 432,329 - 142,474 - - 18,087 6,868 Valuation Valuation Quoted Techniques Techniques Market (Market (Non-Market Carrying Prices Observable) Observable) Amount (Level 1) (Level 2) (Level 3) Total Financial assets not measured at fair value Cash and balances with central banks 16,405 16,405 Receivables due from other financial institutions 6,357 4,462 1,895 Regulatory deposits with central banks overseas 286 286 Total financial assets not measured at fair value 771,153 21,153 744,239 771,287 Financial liabilities not measured at fair value Payables due to other financial institutions 21,775 2,304 Regulatory deposits with central banks overseas 250 250 Consolidated $m 2018 Assets Receivables due from other financial institutions1 Derivative financial instruments Securities purchased under agreement to resell2 Loans3 Other assets4 Total assets Liabilities Derivative financial instruments Security repurchase agreements5 Deposits and other borrowings3 Other liabilities4 Total liabilities 2017 Assets Receivables due from other financial institutions1 Derivative financial instruments Securities purchased under agreement to resell2 Loans3 Other assets4 Total assets Liabilities Derivative financial instruments Security repurchase agreements5 Deposits and other borrowings3 Other liabilities4 Total liabilities Effects of Offsetting on Balance Sheet Amounts Subject to Enforceable Netting Arrangements But Not Offset Net Amounts Other Reported on Recognised Financial Financial Instrument the Balance Sheet Cash Instruments Collateral Net Collateral Amount Gross Amounts Offset Amounts 14 32,828 - (8,727) 1,379 8,519 4,243 46,983 37,296 9,522 20,486 - 67,304 - (8,420) (4,162) (21,309) (12,889) - (8,420) - (21,309) 15 31,686 - (7,653) 6,887 15,990 2,269 56,847 34,642 12,960 21,349 13 68,964 - (15,925) (1,615) (25,193) (9,267) - (15,925) (1) (25,193) 14 24,101 1,379 99 81 25,674 24,407 9,522 12,066 - 45,995 15 24,033 6,887 65 654 31,654 25,375 12,960 5,424 12 43,771 - (15,962) - (2,184) (14) (14) - 5,941 - - - (15,962) (15,962) - - - (15,962) (3) - - (2,187) (4,487) - - - (4,487) (1,376) - - (1,404) - 99 81 6,121 (1,544) (9,522) - - (11,066) 2,414 - 12,066 - 14,480 - (16,707) - (2,438) (14) (18) 1 4,870 - - - (16,707) (16,707) - - - (16,707) (42) - - (2,480) (5,552) (2) - - (5,554) (6,814) - - (6,846) (1,421) (12,958) - - (14,379) 31 65 654 5,621 1,695 - 5,424 12 7,131 3 Total financial liabilities not measured at fair value 762,989 2,304 145,050 765,367 1 The estimated fair value of debt issues includes the impact of changes in Westpac’s credit spreads since origination. 1 Consist of stock borrowing arrangements, reported as part of cash collateral in Note 10. 2 Securities purchased under agreement to resell form part of Note 11. 3 Consist of debt and interest set-off accounts which meet the requirements for offsetting as described above. These accounts form part of business loans in Note 13 and part of Deposits and other borrowings at amortised cost in Note 17. 4 Gross amounts consist of initial and variation margin held directly with central clearing counterparties, where variation margin is receivable it is reported as part of Other in Note 27. Where variation margin is payable it is reported as part of Other in Note 29. Amounts offset relate to variation margin. 5 Security repurchase agreements form part of Note 16 recognised at amortised cost and part of Note 18 recognised at fair value through income statement. 230 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 231 The Group enters into transactions in the normal course of business by which financial assets are transferred to counterparties or structured entities. Depending on the circumstances, these transfers may result in derecognition of the assets in their entirety, partial derecognition or no derecognition of the assets subject to the transfer. For the Group’s accounting policy on derecognition of financial assets refer to the notes to the financial statements section before Note 10 titled ‘Financial assets and financial liabilities’. Securitisation Westpac for liquidity deals. Own assets securitised services. its own assets. Customer conduits Covered bonds Securitisation is the transferring of assets (or an interest in either the assets or the cash flows arising from the assets) to a structured entity which then issue the majority interest bearing debt securities to third party investors for funding deals and to Securitisation of its own assets is used by Westpac as a funding and liquidity tool. For securitisation structured entities which Westpac controls, as defined in Note 35, the structured entities are classified as subsidiaries and consolidated. When assessing whether Westpac controls a structured entity, it considers its exposure to and ability to affect variable returns. Westpac may have variable returns from a structured entity through ongoing exposures to the risks and rewards associated with the assets, the provision of derivatives, liquidity facilities, trust management and operational Undrawn funding and liquidity facilities of $517 million were provided by Westpac (2017: $511 million) for the securitisation of Westpac also facilitates securitisation structures to arrange funding on behalf of customers in customer conduits through a subsidiary (Waratah Receivables Corporation Limited and its subsidiaries). The assets securitised are not assets of Westpac. The lending provided to the customer conduits is disclosed in Note 10 and the funding liability is disclosed in Note 19. Westpac provided undrawn liquidity facilities to the customer conduits of nil at 30 September 2018 (2017: $392 million). The Group has two covered bond programs relating to Australian residential mortgages (Australian Program) and New Zealand residential mortgages (New Zealand Program). Under these programs, selected pools of residential mortgages are assigned to bankruptcy remote structured entities which provide guarantees on the payments to bondholders. Through the guarantees and derivatives with the structured entities, Westpac has variable returns from these structured entities and consolidated them. Security repurchase agreements Where securities are sold subject to an agreement to repurchase at a predetermined price, they remain recognised on the balance sheet in their original category (i.e. Trading securities or Available-for-sale securities). The cash consideration received is recognised as a liability (Security repurchase agreements). Refer to Notes 16 and 18 for further details. Notes to the financial statements Notes to the financial statements Note 24. Offsetting financial assets and financial liabilities (continued) Note 25. Securitisation, covered bonds and other transferred assets Parent Entity $m 2018 Assets Receivables due from other financial institutions1 Derivative financial instruments Securities purchased under agreement to resell2 Loans3 Other assets4 Total assets Liabilities Derivative financial instruments Security repurchase agreements5 Deposits and other borrowings3 Other liabilities4 Total liabilities 2017 Assets Receivables due from other financial institutions1 Derivative financial instruments Securities purchased under agreement to resell2 Loans3 Other assets4 Total assets Liabilities Derivative financial instruments Security repurchase agreements5 Deposits and other borrowings3 Other liabilities4 Total liabilities Effects of Offsetting on Balance Sheet Amounts Subject to Enforceable Netting Arrangements But Not Offset Other Net Amounts Reported on Recognised Financial Financial Instrument the Balance Sheet Cash Instruments Collateral Net Collateral Amount Gross Amounts Offset Amounts 14 32,289 - (8,727) 1,379 8,519 4,243 46,444 37,118 9,522 20,486 - 67,126 - (8,420) (4,162) (21,309) (12,889) - (8,420) - (21,309) 15 31,476 - (7,653) 6,887 15,990 2,269 56,637 34,178 12,942 21,349 13 68,482 - (15,925) (1,615) (25,193) (9,267) - (15,925) (1) (25,193) 14 23,562 1,379 99 81 25,135 24,229 9,522 12,066 - 45,817 15 23,823 6,887 65 654 31,444 24,911 12,942 5,424 12 43,289 - (15,862) - (1,748) (14) (14) - 5,938 - - - (15,862) (15,862) - - - (15,862) (3) - - (1,751) (4,423) - - - (4,423) (1,376) - - (1,404) - 99 81 6,118 (1,544) (9,522) - - (11,066) 2,400 - 12,066 - 14,466 - (16,552) - (2,312) (14) (18) 1 4,941 - - - (16,552) (16,522) - - - (16,522) (42) - - (2,354) (5,179) (2) - - (5,181) (6,814) - - (6,846) (1,421) (12,940) - - (14,361) 31 65 654 5,692 1,789 - 5,424 12 7,225 Other recognised financial instruments These financial assets and liabilities are subject to master netting agreements which are not enforceable in all circumstances, so they are recognised gross in the balance sheet. The offsetting rights of the master netting arrangements can only be enforced if a predetermined event occurs in the future, such as a counterparty defaulting. Cash collateral and financial instrument collateral These amounts are received or pledged under master netting arrangements against the gross amounts of assets and liabilities. Financial instrument collateral typically comprises securities which can be readily liquidated in the event of counterparty default. The offsetting rights of the master netting arrangement can only be enforced if a predetermined event occurs in the future, such as a counterparty defaulting. 1 Consist of stock borrowing arrangements, reported as part of cash collateral in Note 10. 2 Securities purchased under agreement to resell form part of Note 11. 3 Consist of debt and interest set-off accounts which meet the requirements for offsetting as described above. These accounts form part of business loans in Note 13 and part of Deposits and other borrowings at amortised cost in Note 17. 4 Gross amounts consist of initial and variation margin held directly with central clearing counterparties, where variation margin is receivable it is reported as part of Other in Note 27. Where variation margin is payable it is reported as part of Other in Note 29. Amounts offset relate to variation margin. 5 Security repurchase agreements form part of Note 16 recognised at amortised cost and part of Note 18 recognised at fair value through income statement. 232 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 233 Notes to the financial statements Notes to the financial statements Note 24. Offsetting financial assets and financial liabilities (continued) Note 25. Securitisation, covered bonds and other transferred assets The Group enters into transactions in the normal course of business by which financial assets are transferred to counterparties or structured entities. Depending on the circumstances, these transfers may result in derecognition of the assets in their entirety, partial derecognition or no derecognition of the assets subject to the transfer. For the Group’s accounting policy on derecognition of financial assets refer to the notes to the financial statements section before Note 10 titled ‘Financial assets and financial liabilities’. Securitisation Securitisation is the transferring of assets (or an interest in either the assets or the cash flows arising from the assets) to a structured entity which then issue the majority interest bearing debt securities to third party investors for funding deals and to Westpac for liquidity deals. Own assets securitised Securitisation of its own assets is used by Westpac as a funding and liquidity tool. For securitisation structured entities which Westpac controls, as defined in Note 35, the structured entities are classified as subsidiaries and consolidated. When assessing whether Westpac controls a structured entity, it considers its exposure to and ability to affect variable returns. Westpac may have variable returns from a structured entity through ongoing exposures to the risks and rewards associated with the assets, the provision of derivatives, liquidity facilities, trust management and operational services. Undrawn funding and liquidity facilities of $517 million were provided by Westpac (2017: $511 million) for the securitisation of its own assets. Customer conduits Westpac also facilitates securitisation structures to arrange funding on behalf of customers in customer conduits through a subsidiary (Waratah Receivables Corporation Limited and its subsidiaries). The assets securitised are not assets of Westpac. The lending provided to the customer conduits is disclosed in Note 10 and the funding liability is disclosed in Note 19. Westpac provided undrawn liquidity facilities to the customer conduits of nil at 30 September 2018 (2017: $392 million). Covered bonds The Group has two covered bond programs relating to Australian residential mortgages (Australian Program) and New Zealand residential mortgages (New Zealand Program). Under these programs, selected pools of residential mortgages are assigned to bankruptcy remote structured entities which provide guarantees on the payments to bondholders. Through the guarantees and derivatives with the structured entities, Westpac has variable returns from these structured entities and consolidated them. Security repurchase agreements Where securities are sold subject to an agreement to repurchase at a predetermined price, they remain recognised on the balance sheet in their original category (i.e. Trading securities or Available-for-sale securities). (16,522) (5,181) (14,361) 7,225 The cash consideration received is recognised as a liability (Security repurchase agreements). Refer to Notes 16 and 18 for further details. 3 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 233 Derivative financial instruments 32,289 (8,727) (15,862) (1,748) Parent Entity $m 2018 Assets Receivables due from other financial institutions1 Securities purchased under agreement to resell2 Loans3 Other assets4 Total assets Liabilities Derivative financial instruments Security repurchase agreements5 Deposits and other borrowings3 Other liabilities4 Total liabilities 2017 Assets Receivables due from other financial institutions1 Securities purchased under agreement to resell2 Loans3 Other assets4 Total assets Liabilities Effects of Offsetting on Balance Sheet Amounts Subject to Enforceable Netting Arrangements But Not Offset Net Amounts Other Reported on Recognised Financial Gross Amounts the Balance Financial Cash Instrument Net Amounts Offset Sheet Instruments Collateral Collateral Amount 14 1,379 8,519 4,243 - - (8,420) (4,162) 37,118 (12,889) 9,522 20,486 - (8,420) - - 15 - - 6,887 15,990 (15,925) 2,269 (1,615) 46,444 (21,309) 25,135 (15,862) (1,751) (1,404) 6,118 (15,862) (4,423) 67,126 (21,309) 45,817 (15,862) (4,423) (11,066) 14,466 14 23,562 1,379 99 81 24,229 9,522 12,066 - 15 23,823 6,887 65 654 24,911 12,942 5,424 12 43,289 - (3) - - - - - - - - (2) - - (14) (14) - 5,938 (1,376) - 99 81 (1,544) (9,522) 2,400 12,066 - - - - - - - - - - (14) (18) 1 4,941 (42) (6,814) 31 65 654 1,789 - 5,424 12 (16,522) (5,179) (1,421) (12,940) - - - - - - - - - - - - - - 56,637 (25,193) 31,444 (16,552) (2,354) (6,846) 5,692 Derivative financial instruments Security repurchase agreements5 Deposits and other borrowings3 Other liabilities4 Total liabilities 34,178 12,942 21,349 13 (9,267) (15,925) - (1) 68,482 (25,193) Other recognised financial instruments Derivative financial instruments 31,476 (7,653) (16,552) (2,312) These financial assets and liabilities are subject to master netting agreements which are not enforceable in all circumstances, so they are recognised gross in the balance sheet. The offsetting rights of the master netting arrangements can only be enforced if a predetermined event occurs in the future, such as a counterparty defaulting. Cash collateral and financial instrument collateral These amounts are received or pledged under master netting arrangements against the gross amounts of assets and liabilities. Financial instrument collateral typically comprises securities which can be readily liquidated in the event of counterparty default. The offsetting rights of the master netting arrangement can only be enforced if a predetermined event occurs in the future, such as a counterparty defaulting. 1 Consist of stock borrowing arrangements, reported as part of cash collateral in Note 10. 2 Securities purchased under agreement to resell form part of Note 11. 3 Consist of debt and interest set-off accounts which meet the requirements for offsetting as described above. These accounts form part of business loans in Note 13 and part of Deposits and other borrowings at amortised cost in Note 17. 4 Gross amounts consist of initial and variation margin held directly with central clearing counterparties, where variation margin is receivable it is reported as part of Other in Note 27. Where variation margin is payable it is reported as part of Other in Note 29. Amounts offset relate to variation 5 Security repurchase agreements form part of Note 16 recognised at amortised cost and part of Note 18 recognised at fair value through income margin. statement. 232 Notes to the financial statements Note 25. Securitisation, covered bonds and other transferred assets (continued) The following table presents Westpac’s assets transferred and their associated liabilities: OTHER ASSETS, OTHER LIABILITIES, COMMITMENTS AND Notes to the financial statements Consolidated $m 2018 Securitisation - own assets1 Covered bonds2 Repurchase agreements Total3 2017 Securitisation - own assets1 Covered bonds2 Repurchase agreements Total3 Parent Entity $m 2018 Securitisation - own assets1 Covered bonds2 Repurchase agreements Total 2017 Securitisation - own assets1,4 Covered bonds2 Repurchase agreements Total For those liabilities that only have recourse to the transferred assets: Carrying amount of transferred assets Carrying amount of associated liabilities Fair value of transferred assets Fair value of associated liabilities Net fair value position 7,631 43,088 12,492 63,211 8,249 42,122 18,746 69,117 7,588 35,434 9,522 52,544 8,209 34,516 12,960 55,685 7,662 n/a n/a 7,662 8,282 n/a n/a 8,282 7,565 n/a n/a 7,565 8,223 n/a n/a 8,223 97 n/a n/a 97 59 n/a n/a 59 Carrying amount of transferred assets Carrying amount of associated liabilities 97,259 36,190 12,492 96,728 30,268 9,522 145,941 136,518 98,368 35,202 18,728 152,298 97,872 29,698 12,942 140,512 For those liabilities that only have recourse to the transferred assets: Fair value of transferred assets Fair value of associated liabilities Net fair value position 97,291 n/a n/a 97,291 98,434 n/a n/a 98,434 96,473 n/a n/a 96,473 96,478 n/a n/a 96,478 818 n/a n/a 818 1,956 n/a n/a 1,956 CONTINGENCIES Note 26. Intangible assets Accounting policy Indefinite life intangible assets Goodwill i) ii) in-use. Brand names impairment. Intangible Goodwill Brand names acquired entity. outlined below. Goodwill acquired in a business combination is initially measured at cost, generally being the excess of: the consideration paid; over the net fair value of the identifiable assets, liabilities and contingent liabilities acquired. Subsequently, goodwill is not amortised but rather tested for impairment. Impairment is tested at least annually or whenever there is an indication of impairment. An impairment charge is recognised when a cash generating unit’s (CGU) carrying value exceeds its recoverable amount. Recoverable amount means the higher of the CGU’s fair value less costs to sell and its value- Brand names acquired in a business combination including St.George, BT, BankSA and RAMS, are recognised at cost. Subsequently brand names are not amortised but tested for impairment at least annually or whenever there is an indication of Finite life intangible assets amortised cost less any impairment. Finite life intangibles including computer software and core deposits, are recognised initially at cost and subsequently at Useful life Indefinite Indefinite Depreciation method Not applicable Not applicable Computer software 3 to 10 years Straight-line or the diminishing balance method (using the Sum of the Years Digits) Core deposit intangibles 9 years Straight-line Critical accounting assumptions and estimates Judgement is required in determining the fair value of assets and liabilities acquired in a business combination. A different assessment of fair values would have resulted in a different goodwill balance and different post-acquisition performance of the When assessing impairment of intangible assets, significant judgement is needed to determine the appropriate cash flows and discount rates to be applied to the calculations. The significant assumptions applied to the value-in-use calculations are 1 The carrying amount of assets securitised exceeds the amount of notes issued primarily because the carrying amount includes both principal and income received from the transferred assets. 2 The difference between the carrying values of covered bonds and the assets pledged reflects the over-collateralisation required to maintain the ratings of the covered bonds and also additional assets to allow immediate issuance of additional covered bonds if required. These additional assets can be repurchased by Westpac at its discretion, subject to the conditions set out in the transaction documents. 3 This table excludes securitisation – customer conduits as the assets securitised are not assets of Westpac. 4 Comparatives have been revised for consistency. 234 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 235 Notes to the financial statements Notes to the financial statements Note 25. Securitisation, covered bonds and other transferred assets (continued) The following table presents Westpac’s assets transferred and their associated liabilities: OTHER ASSETS, OTHER LIABILITIES, COMMITMENTS AND CONTINGENCIES Consolidated For those liabilities that only have recourse to the transferred assets: Note 26. Intangible assets $m 2018 Total3 2017 Total3 $m 2018 Total 2017 Total Securitisation - own assets1 Covered bonds2 Repurchase agreements Securitisation - own assets1 Covered bonds2 Repurchase agreements Parent Entity Securitisation - own assets1 Covered bonds2 Repurchase agreements Securitisation - own assets1,4 Covered bonds2 Repurchase agreements Carrying Carrying amount of amount of Fair value of Fair value of transferred associated transferred associated Net fair value assets liabilities assets liabilities position 7,631 43,088 12,492 63,211 8,249 42,122 18,746 69,117 7,588 35,434 9,522 52,544 8,209 34,516 12,960 55,685 7,662 n/a n/a 7,662 8,282 n/a n/a 8,282 7,565 n/a n/a 7,565 8,223 n/a n/a 8,223 For those liabilities that only have recourse to the transferred assets: Carrying Carrying amount of amount of Fair value of Fair value of transferred associated transferred associated Net fair value assets liabilities assets liabilities position 97,259 36,190 12,492 96,728 30,268 9,522 97,291 96,473 n/a n/a n/a n/a 145,941 136,518 97,291 96,473 98,368 35,202 18,728 97,872 29,698 12,942 98,434 96,478 n/a n/a n/a n/a 152,298 140,512 98,434 96,478 97 n/a n/a 97 59 n/a n/a 59 818 n/a n/a 818 1,956 n/a n/a 1,956 Accounting policy Indefinite life intangible assets Goodwill Goodwill acquired in a business combination is initially measured at cost, generally being the excess of: i) ii) the consideration paid; over the net fair value of the identifiable assets, liabilities and contingent liabilities acquired. Subsequently, goodwill is not amortised but rather tested for impairment. Impairment is tested at least annually or whenever there is an indication of impairment. An impairment charge is recognised when a cash generating unit’s (CGU) carrying value exceeds its recoverable amount. Recoverable amount means the higher of the CGU’s fair value less costs to sell and its value- in-use. Brand names Brand names acquired in a business combination including St.George, BT, BankSA and RAMS, are recognised at cost. Subsequently brand names are not amortised but tested for impairment at least annually or whenever there is an indication of impairment. Finite life intangible assets Finite life intangibles including computer software and core deposits, are recognised initially at cost and subsequently at amortised cost less any impairment. Intangible Goodwill Brand names Useful life Indefinite Indefinite Depreciation method Not applicable Not applicable Computer software 3 to 10 years Straight-line or the diminishing balance method (using the Sum of the Years Digits) Core deposit intangibles 9 years Straight-line Critical accounting assumptions and estimates Judgement is required in determining the fair value of assets and liabilities acquired in a business combination. A different assessment of fair values would have resulted in a different goodwill balance and different post-acquisition performance of the acquired entity. When assessing impairment of intangible assets, significant judgement is needed to determine the appropriate cash flows and discount rates to be applied to the calculations. The significant assumptions applied to the value-in-use calculations are outlined below. 3 1 The carrying amount of assets securitised exceeds the amount of notes issued primarily because the carrying amount includes both principal and income received from the transferred assets. 2 The difference between the carrying values of covered bonds and the assets pledged reflects the over-collateralisation required to maintain the ratings of the covered bonds and also additional assets to allow immediate issuance of additional covered bonds if required. These additional assets can be repurchased by Westpac at its discretion, subject to the conditions set out in the transaction documents. 3 This table excludes securitisation – customer conduits as the assets securitised are not assets of Westpac. 4 Comparatives have been revised for consistency. 234 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 235 Notes to the financial statements Note 26. Intangible assets (continued) $m Goodwill Opening balance Disposals1 Impairment1 Other adjustments Closing balance Computer software Opening balance Additions Impairment Amortisation Other adjustments Closing balance Cost Accumulated amortisation and impairment Carrying amount Brand Names Opening balance Closing balance Carrying amount Core deposit intangibles Opening balance Amortisation Closing balance Cost Accumulated amortisation Carrying amount Other intangible assets Opening balance Additions through business combination Amortisation Closing balance Cost Accumulated amortisation and impairment Carrying amount Total intangible assets Consolidated 2018 2017 Parent Entity 2018 2017 9,012 9,030 6,844 6,844 (15) (105) (2) - - (18) - - - - - - 8,890 9,012 6,844 6,844 1,916 1,781 1,758 1,635 882 (2) (618) (1) 2,177 5,727 766 (14) (614) (3) 1,916 5,059 823 (2) (565) - 2,014 4,861 692 (14) (558) 3 1,758 4,249 (3,550) (3,143) (2,847) (2,491) 2,177 1,916 2,014 1,758 670 670 670 21 (21) - 670 670 670 187 (166) 21 636 636 636 21 (21) - 636 636 636 187 (166) 21 1,494 1,494 1,279 1,279 (1,494) (1,473) (1,279) (1,258) - 21 33 - (7) 26 391 (365) 26 11,763 53 - (20) 33 398 (365) 33 11,652 - - - - - 160 (160) - 9,494 21 3 - (3) - 160 (160) - 9,259 Notes to the financial statements Consolidated Parent Entity 2018 2017 2018 3,359 2,513 487 2,048 470 13 - 3,359 2,513 487 2,048 472 13 120 3,144 2,378 487 835 - - - 2017 3,144 2,378 487 835 - - - 8,890 9,012 6,844 6,844 Note 26. Intangible assets (continued) Goodwill has been allocated to the following CGUs: $m Consumer Bank Business Bank BT New Zealand Hastings Total goodwill Westpac Institutional Bank BT Financial Group (Australia) New Zealand Consumer Banking and Wealth flows by its adjusted pre-tax equity rate.  Group’s equity rate was 11.0% (2017: 11.0%).  Group’s adjusted pre-tax equity rate for: - Australia was 15.7% (2017: 15.7%); and - New Zealand was 15.3% (2017: 15.3%). Significant assumptions used in recoverable amount calculations Assumptions are used to determine the CGUs’ recoverable amount for goodwill, which is based on value-in-use calculations. Value-in-use refers to the present value of expected cash flows under its current use. The Group discounts the projected cash For the purpose of goodwill impairment testing, the assumptions in the following table are made for each significant CGU. The forecasts applied by management are not reliant on any one particular assumption. Assumption Cash flows Based on: Zero growth rate beyond 2 year forecast Economic market conditions Current market expectations Business performance Observable historical information and current market expectations of the future There are no reasonably possible changes in assumptions for any significant CGU that would result in an indication of impairment or have a material impact on the Group’s reported results. Note 27. Other assets $m Accrued interest receivable Securities sold not delivered Deferred acquisition costs Trade debtors Prepayments Accrued fees and commissions Other Total other assets Consolidated Parent Entity 2018 2017 2018 1,276 1,264 71 1,056 208 129 1,131 5,135 1,193 1,408 86 810 220 149 1,496 5,362 1,103 1,264 - 514 165 60 882 3,988 2017 1,029 1,388 1 358 182 64 1,296 4,318 1 The sale of Hastings' overseas operations and subsequent exit of Hastings' Australian operations resulted in the entire balance of goodwill previously allocated to Hastings being derecognised ($15m) or impaired ($105m) in 2018. 236 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 237 Notes to the financial statements Note 26. Intangible assets (continued) $m Goodwill Opening balance Disposals1 Impairment1 Other adjustments Closing balance Computer software Opening balance Additions Impairment Amortisation Other adjustments Closing balance Cost Carrying amount Brand Names Opening balance Closing balance Carrying amount Opening balance Amortisation Closing balance Cost Core deposit intangibles Accumulated amortisation and impairment Accumulated amortisation Carrying amount Other intangible assets Opening balance Additions through business combination Amortisation Closing balance Cost Accumulated amortisation and impairment Carrying amount Total intangible assets Consolidated Parent Entity 2018 2017 2018 2017 9,012 9,030 6,844 6,844 (15) (105) (2) - - (18) - - - - - - 8,890 9,012 6,844 6,844 1,916 1,781 1,758 1,635 882 (2) (618) (1) 2,177 5,727 766 (14) (614) (3) 1,916 5,059 823 (2) (565) - 2,014 4,861 692 (14) (558) 3 1,758 4,249 (3,550) (3,143) (2,847) (2,491) 2,177 1,916 2,014 1,758 1,494 1,494 1,279 1,279 (1,494) (1,473) (1,279) (1,258) - 21 670 670 670 21 (21) - 33 - (7) 26 391 (365) 26 670 670 670 187 (166) 21 53 - (20) 33 398 (365) 33 636 636 636 21 (21) - - - - - - 160 (160) - 636 636 636 187 (166) 21 21 3 - (3) - 160 (160) - 11,763 11,652 9,494 9,259 Note 26. Intangible assets (continued) Goodwill has been allocated to the following CGUs: $m Consumer Bank Business Bank Westpac Institutional Bank BT Financial Group (Australia) New Zealand Consumer Banking and Wealth BT New Zealand Hastings Total goodwill Notes to the financial statements Consolidated 2018 2017 Parent Entity 2018 2017 3,359 2,513 487 2,048 470 13 - 8,890 3,359 2,513 487 2,048 472 13 120 9,012 3,144 2,378 487 835 - - 3,144 2,378 487 835 - - - 6,844 - 6,844 Significant assumptions used in recoverable amount calculations Assumptions are used to determine the CGUs’ recoverable amount for goodwill, which is based on value-in-use calculations. Value-in-use refers to the present value of expected cash flows under its current use. The Group discounts the projected cash flows by its adjusted pre-tax equity rate.  Group’s equity rate was 11.0% (2017: 11.0%).  Group’s adjusted pre-tax equity rate for: - Australia was 15.7% (2017: 15.7%); and - New Zealand was 15.3% (2017: 15.3%). For the purpose of goodwill impairment testing, the assumptions in the following table are made for each significant CGU. The forecasts applied by management are not reliant on any one particular assumption. Assumption Cash flows Based on: Zero growth rate beyond 2 year forecast Economic market conditions Current market expectations Business performance Observable historical information and current market expectations of the future There are no reasonably possible changes in assumptions for any significant CGU that would result in an indication of impairment or have a material impact on the Group’s reported results. Note 27. Other assets $m Accrued interest receivable Securities sold not delivered Deferred acquisition costs Trade debtors Prepayments Accrued fees and commissions Other Total other assets Consolidated 2018 2017 Parent Entity 2018 2017 1,276 1,264 71 1,056 208 129 1,131 5,135 1,193 1,408 86 810 220 149 1,496 5,362 1,103 1,264 - 514 165 60 882 3,988 1,029 1,388 1 358 182 64 1,296 4,318 3 1 The sale of Hastings' overseas operations and subsequent exit of Hastings' Australian operations resulted in the entire balance of goodwill previously allocated to Hastings being derecognised ($15m) or impaired ($105m) in 2018. 236 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 237 Notes to the financial statements Note 28. Provisions Accounting policy Provisions are recognised for present obligations arising from past events where a payment (or other economic transfer) is likely to be necessary to settle the obligation and can be reliably estimated. Employee benefits – long service leave Long service leave must be granted to employees in Australia and New Zealand. The provision is calculated based on the expected payments. When payments are expected to be more than one year in the future, the payments factor in expected employee service periods and average salary increases which are then discounted. Employee benefits – annual leave and other employee benefits The provision for annual leave and other employee benefits (including wages and salaries, inclusive of non-monetary benefits, and any associated on-costs (e.g. payroll tax)) is calculated based on expected payments. Provision for impairment on credit commitments The Group is committed to provide facilities and guarantees as explained in Note 31. If it is probable that a facility will be drawn and the resulting asset will be less than the drawn amount then a provision for impairment is recognised. The provision for impairment is calculated using the same methodology as the provision for impairment charges on loans (refer to Note 14). Compliance, Regulation and Remediation provisions The compliance, regulation and remediation provisions relate to matters of potential misconduct in providing services to our customers identified both as a result of regulatory action and internal reviews. An assessment of the likely cost to the Group of these matters (including applicable customer refunds) is made on a case-by-case basis and specific provisions are made where appropriate. Further information on regulatory action and internal reviews is included in the contingent liabilities section of Note 31. Critical accounting assumptions and estimates The financial reporting of provisions for litigation and non-lending losses and for compliance, regulation and remediation matters involves a significant degree of judgement in relation to identifying whether a present obligation exists and also in estimating the probability, timing, nature and quantum of the outflows that may arise from past events. These judgments are made based on the specific facts and circumstances relating to individual events. Payments that are expected to be incurred after more than one year are discounted at a rate which reflects both current interest rates and the risks specific to that provision. Provisions carried for long service leave are supported by an independent actuarial report. Annual Leave Litigation Provision for Impairment Long and Other and Non- Service Employee Lending Compliance, Regulation and on Credit Leasehold Restructuring Remediation $m Consolidated Balance at 1 October 2017 Additions Utilisation Reversal of unutilised provisions Unwinding of discount Other Balance at 30 September 2018 Parent Entity Balance at 1 October 2017 Additions Utilisation Reversal of unutilised provisions Unwinding of discount Other Balance at 30 September 2018 Leave Benefits Losses1 Commitments Premises Provisions Provisions1 Total 399 77 (43) (16) - - 417 367 72 (39) (16) - 2 386 737 960 (977) (25) - 4 699 644 888 (890) (10) - 7 639 38 97 (79) (3) - - 53 25 71 (56) (3) - - 37 253 - - - 4 (18) 239 224 - - - 3 (21) 206 26 4 (6) - - - 24 26 4 (6) - - - 24 5 29 (5) (2) - - 27 5 29 (5) (2) - - 27 181 1,639 414 1,581 (1,231) (121) (51) (5) 4 - (14) - 469 1,928 181 1,472 392 1,456 (1,117) (121) (36) (5) 3 - (12) - 447 1,766 1 Balance at 1 October 2017 has been revised for consistency. 238 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 239 Notes to the financial statements Note 28. Provisions (continued) Legislative liabilities The Group had the following assessed liabilities as at 30 September 2018:        $20 million (2017: $23 million) based on an actuarial assessment as a self-insurer under the Workers’ Compensation Act 1987 and the Workplace Injury Management and Workers’ Compensation Act 1998 (New South Wales); $9 million (2017: $9 million) based on actuarial assessment as a self-insurer under the Accident Compensation Act 1985 (Victoria); $5 million (2017: $6 million) based on actuarial assessment as a self-insurer under the Workers’ Rehabilitation and Compensation Act 1986 (South Australia); $2 million (2017: $2 million) based on an actuarial assessment as a self-insurer under the Workers’ Compensation and Rehabilitation Act 2003 (Queensland); 1951 (Australian Capital Territory); $1 million (2017: $1 million) based on an actuarial assessment as a self-insurer under the Workers’ Compensation Act $2 million (2017: $2 million) based on an actuarial assessment as a self-insurer under the Workers’ Compensation and Injury Management Act 1981 (Western Australia); and $1 million (2017: $1 million) based on an actuarial assessment as a self-insurer under the Workers’ Rehabilitation and Compensation Act 1988 (Tasmania). Adequate provision has been made for these liabilities in the provision for annual leave and other employee benefits above. Note 29. Other liabilities $m Unearned insurance premiums Outstanding insurance claims Defined benefit deficit1 Accrued interest payable Credit card loyalty program Securities purchased not delivered Trade creditors and other accrued expenses2 Other2 Total other liabilities $m Due within one year Due after one year but not later than five years Due after 5 years Total lease commitments Consolidated Parent Entity 2018 2017 2018 2017 398 367 25 2,968 308 1,343 1,410 2,374 9,193 396 339 43 2,727 284 1,315 1,109 2,393 8,606 - - 9 23 1,343 1,125 2,159 7,292 2,633 2,416 Consolidated Parent Entity 2018 2017 2018 570 1,564 1,819 3,953 548 1,591 1,994 4,133 498 1,356 1,460 3,314 - - 30 16 1,315 890 2,282 6,949 2017 480 1,395 1,652 3,527 Note 30. Operating lease commitments Westpac leases various commercial and retail premises and related plant and equipment. The lease commitments at 30 September are as follows: Operating leases are entered into to meet the business needs of entities in the Group. Lease rentals are determined in accordance with market conditions when leases are entered into or on rental review dates. Leased premises that have become excess to the Group’s business needs have been sublet where possible. The future minimum lease payments receivable from non-cancellable sub-leases were $7 million (2017: $9 million) for the Group and $6 million (2017: $9 million) for Parent Entity. 1 Refer to Note 38 for more details. 2 Comparatives have been revised for consistency. Liabilities of $177 million relating to compliance, regulation and remediation were reclassified to compliance, regulation and remediation provisions included in Note 28. Notes to the financial statements Note 28. Provisions Accounting policy Provisions are recognised for present obligations arising from past events where a payment (or other economic transfer) is likely to be necessary to settle the obligation and can be reliably estimated. Employee benefits – long service leave Long service leave must be granted to employees in Australia and New Zealand. The provision is calculated based on the expected payments. When payments are expected to be more than one year in the future, the payments factor in expected employee service periods and average salary increases which are then discounted. Employee benefits – annual leave and other employee benefits The provision for annual leave and other employee benefits (including wages and salaries, inclusive of non-monetary benefits, and any associated on-costs (e.g. payroll tax)) is calculated based on expected payments. Provision for impairment on credit commitments The Group is committed to provide facilities and guarantees as explained in Note 31. If it is probable that a facility will be drawn and the resulting asset will be less than the drawn amount then a provision for impairment is recognised. The provision for impairment is calculated using the same methodology as the provision for impairment charges on loans (refer to Note 14). Compliance, Regulation and Remediation provisions The compliance, regulation and remediation provisions relate to matters of potential misconduct in providing services to our customers identified both as a result of regulatory action and internal reviews. An assessment of the likely cost to the Group of these matters (including applicable customer refunds) is made on a case-by-case basis and specific provisions are made where appropriate. Further information on regulatory action and internal reviews is included in the contingent liabilities section of Note 31. Critical accounting assumptions and estimates The financial reporting of provisions for litigation and non-lending losses and for compliance, regulation and remediation matters involves a significant degree of judgement in relation to identifying whether a present obligation exists and also in estimating the probability, timing, nature and quantum of the outflows that may arise from past events. These judgments are made based on the specific facts and circumstances relating to individual events. Payments that are expected to be incurred after more than one year are discounted at a rate which reflects both current interest rates and the risks specific to that provision. Provisions carried for long service leave are supported by an independent actuarial report. Annual Leave Litigation Provision for Long and Other and Non- Impairment Compliance, Regulation and Service Employee Lending on Credit Leasehold Restructuring Remediation Leave Benefits Losses1 Commitments Premises Provisions Provisions1 Total $m Consolidated Additions Utilisation Balance at 1 October 2017 Reversal of unutilised provisions Unwinding of discount Other Parent Entity Balance at 1 October 2017 Additions Utilisation Other Reversal of unutilised provisions Unwinding of discount 399 77 (43) (16) - - 367 72 (39) (16) - 2 Balance at 30 September 2018 417 699 737 960 (977) (25) - 4 644 888 (890) (10) - 7 38 97 (79) (3) - - 53 25 71 (56) (3) - - 37 Balance at 30 September 2018 386 639 1 Balance at 1 October 2017 has been revised for consistency. 253 - - - 4 (18) 239 224 - - - 3 (21) 206 26 4 (6) - - - 24 26 4 (6) - - - 24 5 29 (5) (2) - - 27 5 29 (5) (2) - - 27 181 1,639 414 1,581 (121) (1,231) (5) - - (51) 4 (14) 469 1,928 181 1,472 392 1,456 (121) (1,117) (5) - - (36) 3 (12) 447 1,766 Notes to the financial statements Note 28. Provisions (continued) Legislative liabilities The Group had the following assessed liabilities as at 30 September 2018:        $20 million (2017: $23 million) based on an actuarial assessment as a self-insurer under the Workers’ Compensation Act 1987 and the Workplace Injury Management and Workers’ Compensation Act 1998 (New South Wales); $9 million (2017: $9 million) based on actuarial assessment as a self-insurer under the Accident Compensation Act 1985 (Victoria); $5 million (2017: $6 million) based on actuarial assessment as a self-insurer under the Workers’ Rehabilitation and Compensation Act 1986 (South Australia); $2 million (2017: $2 million) based on an actuarial assessment as a self-insurer under the Workers’ Compensation and Rehabilitation Act 2003 (Queensland); $1 million (2017: $1 million) based on an actuarial assessment as a self-insurer under the Workers’ Compensation Act 1951 (Australian Capital Territory); $2 million (2017: $2 million) based on an actuarial assessment as a self-insurer under the Workers’ Compensation and Injury Management Act 1981 (Western Australia); and $1 million (2017: $1 million) based on an actuarial assessment as a self-insurer under the Workers’ Rehabilitation and Compensation Act 1988 (Tasmania). Adequate provision has been made for these liabilities in the provision for annual leave and other employee benefits above. Note 29. Other liabilities $m Unearned insurance premiums Outstanding insurance claims Defined benefit deficit1 Accrued interest payable Credit card loyalty program Securities purchased not delivered Trade creditors and other accrued expenses2 Other2 Total other liabilities Consolidated 2018 2017 Parent Entity 2018 2017 398 367 25 2,968 308 1,343 1,410 2,374 9,193 396 339 43 2,727 284 1,315 1,109 2,393 8,606 - - 9 - - 30 2,633 2,416 23 1,343 1,125 2,159 7,292 16 1,315 890 2,282 6,949 Note 30. Operating lease commitments Westpac leases various commercial and retail premises and related plant and equipment. The lease commitments at 30 September are as follows: $m Due within one year Due after one year but not later than five years Due after 5 years Total lease commitments Consolidated Parent Entity 2018 2017 2018 570 1,564 1,819 3,953 548 1,591 1,994 4,133 498 1,356 1,460 3,314 2017 480 1,395 1,652 3,527 3 Operating leases are entered into to meet the business needs of entities in the Group. Lease rentals are determined in accordance with market conditions when leases are entered into or on rental review dates. Leased premises that have become excess to the Group’s business needs have been sublet where possible. The future minimum lease payments receivable from non-cancellable sub-leases were $7 million (2017: $9 million) for the Group and $6 million (2017: $9 million) for Parent Entity. 1 Refer to Note 38 for more details. 2 Comparatives have been revised for consistency. Liabilities of $177 million relating to compliance, regulation and remediation were reclassified to compliance, regulation and remediation provisions included in Note 28. 238 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 239 Notes to the financial statements Notes to the financial statements Note 31. Contingent liabilities, contingent assets and credit commitments Note 31. Contingent liabilities, contingent assets and credit commitments (continued) Accounting Policy Undrawn credit commitments The Group enters into various arrangements with customers which are only recognised in the balance sheet when called upon. These arrangements include commitments to extend credit, bill endorsements, financial guarantees, standby letters of credit and underwriting facilities. Contingent assets Contingent assets are possible assets whose existence will be confirmed only by uncertain future events. Contingent assets are not recognised on the balance sheet but are disclosed if an inflow of economic benefits is probable. Contingent liabilities Contingent liabilities are possible obligations whose existence will be confirmed only by uncertain future events, and present obligations where the transfer of economic resources is not probable or cannot be reliably measured. Contingent liabilities are not recognised on the balance sheet but are disclosed unless the outflow of economic resources is remote. Undrawn credit commitments Undrawn credit commitments expose the Group to liquidity risk when called upon and also to credit risk if the customer fails to repay the amounts owed at the due date. The maximum exposure to credit loss is the contractual or notional amount of the instruments disclosed below. Some of the arrangements can be cancelled by the Group at any time and a significant portion is expected to expire without being drawn. The actual required liquidity and credit risk exposure is therefore less than the amounts disclosed. The Group uses the same credit policies when entering into these arrangements as it does for on-balance sheet instruments. Refer to Note 22 for further details of liquidity risk and credit risk management. Undrawn credit commitments excluding derivatives at 30 September are as follows: $m Undrawn credit commitments Letters of credit and guarantees1 Commitments to extend credit2 Other Total undrawn credit commitments Consolidated 2018 $m Letters of credit and guarantees Commitments to extend credit Other Total undrawn credit commitments Consolidated 2018 2017 Parent Entity 2018 2017 15,585 174,658 154 190,397 15,460 178,443 648 194,551 14,957 152,943 99 167,999 14,908 156,423 648 171,979 Up to 1 Year 8,983 50,292 - 59,275 Over 1 to 3 Years 2,717 49,320 74 52,111 Over 3 to 5 Years 890 14,637 25 15,552 Over 5 Years 2,995 60,409 55 63,459 Total 15,585 174,658 154 190,397 Contingent assets The credit commitments shown in the table above also constitute contingent assets. These commitments would be classified as loans in the balance sheet on the contingent event occurring. Contingent liabilities The Royal Commission and regulatory action Globally, regulators and other bodies continue to progress various reviews involving the financial services sector. The nature of these reviews can be wide ranging and, in Australia, currently include investigations into potential misconduct in credit and financial services. For example, the Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry (the Royal Commission) is currently investigating conduct, practices, behaviour or business activities by financial services entities including the Group that may amount to potential misconduct or that may fall below community standards and expectations. The Royal Commission may make findings that the Group (including persons or entities acting on its behalf) has engaged in misconduct including breaches of law or conduct that falls below community standards and expectations. 1 Letters of credit are undertakings to pay, against presentation documents, an obligation in the event of a default by a customer. Guarantees are unconditional undertakings given to support the obligations of a customer to third parties. The Group may hold cash as collateral for certain guarantees issued. 2 Commitments to extend credit include all obligations on the part of the Group to provide credit facilities. As facilities may expire without being drawn upon, the notional amounts do not necessarily reflect future cash requirements. In addition to the commitments disclosed above, at 30 September 2018 the Group had offered $5.7 billion (2017: $5.5 billion) of facilities to customers, which had not yet been accepted. Any findings made by the Royal Commission as it progresses, may result in litigation (including class action proceedings against the Group), fines, penalties, revocation, suspension or variation of conditions of relevant regulatory licences or other enforcement or administrative action being taken by regulators or other parties. Regulators such as ASIC, APRA, ACCC, AUSTRAC and the ATO are also currently conducting reviews and inquiries (some of which are industry-wide) that currently involve or may involve the Group in the future. These reviews are separately considering a range of matters, including matters such as consumer credit insurance, responsible lending (including in the context of reverse mortgages and interest only lending), anti-money laundering and counter-terrorism financing processes and procedures (including in relation to customer on-boarding and ongoing customer due diligence), financial adviser conduct (including compliance with the obligation to act in the client’s best interests), life insurance claims handling, and the pricing of residential mortgages. The Group has recently self-reported to AUSTRAC a failure to report a large number of International Funds Transfer Instructions (IFTIs) (as required under Australia’s AML/CTF Act) in relation to one WIB product. These IFTIs relate to batch instructions received from 2009 until recently from a small number of correspondent banks for payments made predominantly to beneficiaries in Australia in Australian dollars. Through the product, Westpac facilitates payments on behalf of clients of certain of its correspondent banks. The majority of the payments are low value and made by Government pension funds and corporates. The Group is investigating and working with AUSTRAC to remediate the failure to report IFTIs. No provision has been raised for this matter including in relation to any potential regulatory action. Westpac has received various notices and requests for information from the Royal Commission, as well as from regulators as part of both industry-wide and Westpac-specific reviews and inquiries. These reviews and inquiries, which may be conducted by a regulator, and in some cases also an external third party assurance provider retained either by the regulator or by the Group (including where a matter has been self-identified by the Group), may result in litigation (including class action proceedings against the Group), fines, penalties, revocation, suspension or variation of conditions of relevant regulatory licences or other enforcement or administrative action being taken by regulators or other An assessment of the likely cost to the Group of these reviews and actions has been made on a case-by-case basis for the purpose of the financial statements but cannot always be reliably estimated. Where appropriate, specific provisions have been parties. made. (refer to Note 28). Litigation There are ongoing court proceedings, claims and possible claims for and against the Group. Contingent liabilities exist in respect of actual and potential claims and proceedings, including those listed below. An assessment of the Group’s likely loss has been made on a case-by-case basis for the purpose of the financial statements but cannot always be reliably estimated. Where appropriate, specific provisions have been made (refer to Note 28).  Following ASIC’s investigations into the interbank short-term money market and its impact on the setting of the bank bill swap reference rate (BBSW), on 5 April 2016, ASIC commenced civil proceedings against Westpac in the Federal Court of Australia, alleging certain misconduct, including market manipulation and unconscionable conduct. The conduct that was the subject of the proceedings was alleged to have occurred between 6 April 2010 and 6 June 2012. ASIC sought declarations from the court that Westpac breached various provisions of the Corporations Act 2001 (Cth) and the Australian Securities and Investments Commission Act 2001 (Cth), pecuniary penalties of unspecified amounts and orders requiring Westpac to implement a comprehensive compliance program for persons involved in Westpac’s trading in the relevant market. The proceedings were heard in late 2017. On 24 May 2018, Justice Beach found that Westpac had not engaged in market manipulation or misleading or deceptive conduct under the Corporations Act 2001 (Cth). His Honour also found that there was no ‘trading practice’ of manipulating the BBSW rate. However, the Court found that Westpac engaged in unconscionable conduct on 4 occasions and that Westpac breached its supervisory duty. Costs and penalties will be determined in the coming months. While we have provided for our best estimate of these amounts, there remains a risk that the final outcome may differ from this estimate.  In August 2016, a class action was filed in the United States District Court for the Southern District of New York against Westpac and a large number of Australian and international banks alleging misconduct in relation to BBSW. Those proceedings are at a very early stage and the level of damages sought has not been specified. Westpac is defending these proceedings. No provision has been recognised in relation to this matter.  On 1 March 2017, ASIC commenced litigation in relation to certain Westpac home loans (including certain interest only loans) alleging contraventions of the National Consumer Credit Protection Act 2009 (Cth). On 4 September 2018, Westpac and ASIC agreed to settle the proceedings on the basis of a proposed $35 million penalty and declarations that Westpac contravened the National Consumer Credit Protection Act 2009 (Cth). The proposed settlement is subject to Court approval. A hearing on the proposed settlement was held on 24 October 2018 and judgement is reserved. While we have provided for our best estimate of these amounts, there remains a risk that the final outcome may differ from this estimate. 240 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 241 Notes to the financial statements Notes to the financial statements Note 31. Contingent liabilities, contingent assets and credit commitments Note 31. Contingent liabilities, contingent assets and credit commitments (continued) Accounting Policy Undrawn credit commitments and underwriting facilities. Contingent assets Contingent liabilities The Group enters into various arrangements with customers which are only recognised in the balance sheet when called upon. These arrangements include commitments to extend credit, bill endorsements, financial guarantees, standby letters of credit Contingent assets are possible assets whose existence will be confirmed only by uncertain future events. Contingent assets are not recognised on the balance sheet but are disclosed if an inflow of economic benefits is probable. Contingent liabilities are possible obligations whose existence will be confirmed only by uncertain future events, and present obligations where the transfer of economic resources is not probable or cannot be reliably measured. Contingent liabilities are not recognised on the balance sheet but are disclosed unless the outflow of economic resources is remote. Undrawn credit commitments Undrawn credit commitments expose the Group to liquidity risk when called upon and also to credit risk if the customer fails to repay the amounts owed at the due date. The maximum exposure to credit loss is the contractual or notional amount of the instruments disclosed below. Some of the arrangements can be cancelled by the Group at any time and a significant portion is expected to expire without being drawn. The actual required liquidity and credit risk exposure is therefore less than the amounts disclosed. The Group uses the same credit policies when entering into these arrangements as it does for on-balance sheet instruments. Refer to Note 22 for further details of liquidity risk and credit risk management. Undrawn credit commitments excluding derivatives at 30 September are as follows: $m Other $m Other Undrawn credit commitments Letters of credit and guarantees1 Commitments to extend credit2 Total undrawn credit commitments Consolidated 2018 Letters of credit and guarantees Commitments to extend credit Total undrawn credit commitments Contingent assets Consolidated Parent Entity 2018 2017 2018 2017 15,585 15,460 14,957 14,908 174,658 178,443 152,943 156,423 154 648 99 648 190,397 194,551 167,999 171,979 Up to Over 1 Over 3 Over 1 Year to 3 Years to 5 Years 5 Years 8,983 50,292 - 2,717 49,320 74 890 2,995 14,637 60,409 174,658 25 55 154 59,275 52,111 15,552 63,459 190,397 Total 15,585 The credit commitments shown in the table above also constitute contingent assets. These commitments would be classified as loans in the balance sheet on the contingent event occurring. Contingent liabilities The Royal Commission and regulatory action Globally, regulators and other bodies continue to progress various reviews involving the financial services sector. The nature of these reviews can be wide ranging and, in Australia, currently include investigations into potential misconduct in credit and financial services. For example, the Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry (the Royal Commission) is currently investigating conduct, practices, behaviour or business activities by financial services entities including the Group that may amount to potential misconduct or that may fall below community standards and expectations. The Royal Commission may make findings that the Group (including persons or entities acting on its behalf) has engaged in misconduct including breaches of law or conduct that falls below community standards and expectations. 1 Letters of credit are undertakings to pay, against presentation documents, an obligation in the event of a default by a customer. Guarantees are unconditional undertakings given to support the obligations of a customer to third parties. The Group may hold cash as collateral for certain guarantees issued. 2 Commitments to extend credit include all obligations on the part of the Group to provide credit facilities. As facilities may expire without being drawn upon, the notional amounts do not necessarily reflect future cash requirements. In addition to the commitments disclosed above, at 30 September 2018 the Group had offered $5.7 billion (2017: $5.5 billion) of facilities to customers, which had not yet been accepted. Any findings made by the Royal Commission as it progresses, may result in litigation (including class action proceedings against the Group), fines, penalties, revocation, suspension or variation of conditions of relevant regulatory licences or other enforcement or administrative action being taken by regulators or other parties. Regulators such as ASIC, APRA, ACCC, AUSTRAC and the ATO are also currently conducting reviews and inquiries (some of which are industry-wide) that currently involve or may involve the Group in the future. These reviews are separately considering a range of matters, including matters such as consumer credit insurance, responsible lending (including in the context of reverse mortgages and interest only lending), anti-money laundering and counter-terrorism financing processes and procedures (including in relation to customer on-boarding and ongoing customer due diligence), financial adviser conduct (including compliance with the obligation to act in the client’s best interests), life insurance claims handling, and the pricing of residential mortgages. The Group has recently self-reported to AUSTRAC a failure to report a large number of International Funds Transfer Instructions (IFTIs) (as required under Australia’s AML/CTF Act) in relation to one WIB product. These IFTIs relate to batch instructions received from 2009 until recently from a small number of correspondent banks for payments made predominantly to beneficiaries in Australia in Australian dollars. Through the product, Westpac facilitates payments on behalf of clients of certain of its correspondent banks. The majority of the payments are low value and made by Government pension funds and corporates. The Group is investigating and working with AUSTRAC to remediate the failure to report IFTIs. No provision has been raised for this matter including in relation to any potential regulatory action. Westpac has received various notices and requests for information from the Royal Commission, as well as from regulators as part of both industry-wide and Westpac-specific reviews and inquiries. These reviews and inquiries, which may be conducted by a regulator, and in some cases also an external third party assurance provider retained either by the regulator or by the Group (including where a matter has been self-identified by the Group), may result in litigation (including class action proceedings against the Group), fines, penalties, revocation, suspension or variation of conditions of relevant regulatory licences or other enforcement or administrative action being taken by regulators or other parties. An assessment of the likely cost to the Group of these reviews and actions has been made on a case-by-case basis for the purpose of the financial statements but cannot always be reliably estimated. Where appropriate, specific provisions have been made. (refer to Note 28). Litigation There are ongoing court proceedings, claims and possible claims for and against the Group. Contingent liabilities exist in respect of actual and potential claims and proceedings, including those listed below. An assessment of the Group’s likely loss has been made on a case-by-case basis for the purpose of the financial statements but cannot always be reliably estimated. Where appropriate, specific provisions have been made (refer to Note 28).  Following ASIC’s investigations into the interbank short-term money market and its impact on the setting of the bank bill swap reference rate (BBSW), on 5 April 2016, ASIC commenced civil proceedings against Westpac in the Federal Court of Australia, alleging certain misconduct, including market manipulation and unconscionable conduct. The conduct that was the subject of the proceedings was alleged to have occurred between 6 April 2010 and 6 June 2012. ASIC sought declarations from the court that Westpac breached various provisions of the Corporations Act 2001 (Cth) and the Australian Securities and Investments Commission Act 2001 (Cth), pecuniary penalties of unspecified amounts and orders requiring Westpac to implement a comprehensive compliance program for persons involved in Westpac’s trading in the relevant market. The proceedings were heard in late 2017. On 24 May 2018, Justice Beach found that Westpac had not engaged in market manipulation or misleading or deceptive conduct under the Corporations Act 2001 (Cth). His Honour also found that there was no ‘trading practice’ of manipulating the BBSW rate. However, the Court found that Westpac engaged in unconscionable conduct on 4 occasions and that Westpac breached its supervisory duty. Costs and penalties will be determined in the coming months. While we have provided for our best estimate of these amounts, there remains a risk that the final outcome may differ from this estimate. 3  In August 2016, a class action was filed in the United States District Court for the Southern District of New York against Westpac and a large number of Australian and international banks alleging misconduct in relation to BBSW. Those proceedings are at a very early stage and the level of damages sought has not been specified. Westpac is defending these proceedings. No provision has been recognised in relation to this matter.  On 1 March 2017, ASIC commenced litigation in relation to certain Westpac home loans (including certain interest only loans) alleging contraventions of the National Consumer Credit Protection Act 2009 (Cth). On 4 September 2018, Westpac and ASIC agreed to settle the proceedings on the basis of a proposed $35 million penalty and declarations that Westpac contravened the National Consumer Credit Protection Act 2009 (Cth). The proposed settlement is subject to Court approval. A hearing on the proposed settlement was held on 24 October 2018 and judgement is reserved. While we have provided for our best estimate of these amounts, there remains a risk that the final outcome may differ from this estimate. 240 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 241 Notes to the financial statements Note 31. Contingent liabilities, contingent assets and credit commitments (continued) Settlement risk The Group is subject to a credit risk exposure in the event that another counterparty fails to settle for its payments clearing activities (including foreign exchange). The Group seeks to minimise credit risk arising from settlement risk in the payments system by aligning our processing method with the legal certainty of settlement in the relevant clearing mechanism. Parent Entity guarantees and undertakings The Parent Entity makes the following guarantees and undertakings to subsidiaries: letters of comfort for certain subsidiaries which recognise that Westpac has a responsibility that those subsidiaries continue   to meet their obligations; and guarantees to certain wholly owned subsidiaries which are Australian financial services or credit licensees to comply with legislative requirements. Each guarantee is capped at $40 million per year and can only be utilised if the entity concerned becomes legally obliged to pay for a claim under the relevant licence. The Parent Entity has a right to recover any funds payable under the guarantees from the relevant subsidiary. Notes to the financial statements Note 31. Contingent liabilities, contingent assets and credit commitments (continued)  On 22 December 2016, ASIC commenced Federal Court proceedings against BT Funds Management Limited and Westpac Securities Administration Limited in relation to a number of superannuation account consolidation campaigns conducted between 2013 and 2016. ASIC has alleged that in the course of some of these campaigns, customers were provided with personal advice in contravention of a number of Corporations Act 2001 (Cth) provisions. ASIC has selected 15 specific customers as the focus of their claim. The proceedings were heard in February 2018. Judgment is pending. No provision has been recognised in relation to this matter.  On 12 October 2017, a class action against Westpac and Westpac Life Insurance Services Limited (WLIS) was filed in the Federal Court of Australia. The class action was filed on behalf of customers who, since October 2011, obtained insurance issued by WLIS on the recommendation of certain financial advisers employed within the Westpac Group. The plaintiffs have alleged that aspects of the financial advice provided by those advisers breached fiduciary and statutory duties owed to the advisers’ clients, including the duty to act in the best interests of the client and that WLIS was knowingly involved in those alleged breaches. Westpac and WLIS are defending the proceedings. These proceedings are currently stayed by order of the Court, pending the outcome of an appeal concerning a procedural issue unrelated to the substantive claims made in the class action. No provision has been recognised in relation to this matter. Internal reviews and remediation Westpac is currently undertaking a number of reviews to identify and resolve prior issues that have the potential to impact our customers and reputation. These reviews have identified, and may continue to identify, issues in respect of which we are, or will be, taking steps to put things right (including in relation to areas of industry focus such as compliance with responsible lending obligations and the way some product terms and conditions are operationalised) so that our customers are not at a disadvantage from certain past practices. By undertaking these reviews we can also improve our processes (including in relation to responsible lending controls and financial planning controls). An assessment of the Group’s likely loss has been made on a case-by-case basis for the purpose of the financial statements but cannot always be reliably estimated. Where appropriate, specific provisions have been made (refer to Note 28). Contingent liabilities may exist in respect of actual or potential claims, compensation payments and/or refunds identified as part of these reviews (including in relation to the reviews described below). One of the reviews relates to ongoing advice services provided from 2008 by approximately 1,660 planners operating in aligned dealer groups who were at the time authorised representatives of the Group’s wholly owned subsidiaries Securitor Financial Group (Securitor) and Magnitude Group Pty Ltd (Magnitude). Securitor and Magnitude, as the AFSL licensees, retained a portion of the ongoing advice fees paid to those dealer groups by clients since 2008. Westpac is in the early stages of engaging each authorised representative to determine the agreements in place between those representatives and their clients, and the services provided. Given the early stage of the review, the time period under consideration and availability of records in relation to the relevant period, it is not practicable to provide an estimate of any potential remediation costs for circumstances where a client has paid ongoing service fees but those services have not been provided. No provision has been recognised in relation to this matter. Following an error in the Group’s systems, certain customers with an interest only home loan did not have their loans automatically switched to principal and interest repayments at the end of the contracted interest only period. The Group is undertaking a program of work to remediate this issue for affected customers and is engaging with ASIC on potential remediation options. While we have provided for our best estimate of these amounts, there remains a risk that the final outcome may exceed this estimate. Financial Claims Scheme Under the Financial Claims Scheme (FCS) the Australian Government provides depositors a free guarantee of deposits in eligible ADIs up to and including $250,000. The FCS applies to an eligible ADI if APRA has applied for the winding up of the ADI and the responsible Australian Government minister has declared that the FCS applies to the ADI. The Financial Claims Scheme (ADIs) Levy Act 2008 provides for the imposition of a levy to fund the excess of certain APRA FCS costs connected to an ADI. The levy would be imposed on liabilities of eligible ADIs to their depositors and cannot be more than 0.5% of the amount of those liabilities. Contingent tax risk Tax and regulatory authorities are reviewing the taxation treatment of certain transactions (including both historical and present- day transactions) undertaken by the Group in the course of normal business activities and the claiming of tax incentives (including research and development tax incentives) and GST. The Group also responds to various notices and requests for information it receives from tax and regulatory authorities. Risk reviews and audits are also being undertaken by revenue authorities in other jurisdictions, as part of normal revenue authority activity in those countries. These reviews, notices and requests may result in additional tax liabilities (including interest and penalties). The Group has assessed these and other taxation claims arising in Australia and elsewhere, including seeking independent advice and holds provisions. 242 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 243 Notes to the financial statements Notes to the financial statements Note 24. Offsetting financial assets and financial liabilities (continued) Note 31. Contingent liabilities, contingent assets and credit commitments (continued) Settlement risk The Group is subject to a credit risk exposure in the event that another counterparty fails to settle for its payments clearing activities (including foreign exchange). The Group seeks to minimise credit risk arising from settlement risk in the payments system by aligning our processing method with the legal certainty of settlement in the relevant clearing mechanism. Parent Entity guarantees and undertakings The Parent Entity makes the following guarantees and undertakings to subsidiaries:   letters of comfort for certain subsidiaries which recognise that Westpac has a responsibility that those subsidiaries continue to meet their obligations; and guarantees to certain wholly owned subsidiaries which are Australian financial services or credit licensees to comply with legislative requirements. Each guarantee is capped at $40 million per year and can only be utilised if the entity concerned becomes legally obliged to pay for a claim under the relevant licence. The Parent Entity has a right to recover any funds payable under the guarantees from the relevant subsidiary. 3 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 243 Derivative financial instruments 32,289 (8,727) (15,862) (1,748) Parent Entity $m 2018 Assets Receivables due from other financial institutions1 Securities purchased under agreement to resell2 Loans3 Other assets4 Total assets Liabilities Derivative financial instruments Security repurchase agreements5 Deposits and other borrowings3 Other liabilities4 Total liabilities 2017 Assets Receivables due from other financial institutions1 Securities purchased under agreement to resell2 Loans3 Other assets4 Total assets Liabilities Effects of Offsetting on Balance Sheet Amounts Subject to Enforceable Netting Arrangements But Not Offset Net Amounts Other Reported on Recognised Financial Gross Amounts the Balance Financial Cash Instrument Net Amounts Offset Sheet Instruments Collateral Collateral Amount 14 1,379 8,519 4,243 - - (8,420) (4,162) 37,118 (12,889) 9,522 20,486 - (8,420) - - 15 - - 6,887 15,990 (15,925) 2,269 (1,615) 46,444 (21,309) 25,135 (15,862) (1,751) (1,404) 6,118 (15,862) (4,423) 67,126 (21,309) 45,817 (15,862) (4,423) (11,066) 14,466 14 23,562 1,379 99 81 24,229 9,522 12,066 - 15 23,823 6,887 65 654 24,911 12,942 5,424 12 43,289 - - - - - - - - - - - - - - - (3) - - - - - - - - (2) - - (14) (14) - 5,938 (1,376) - 99 81 (1,544) (9,522) 2,400 12,066 - - - - - - - - - - (14) (18) 1 4,941 (42) (6,814) 31 65 654 1,789 - 5,424 12 (16,522) (5,179) (1,421) (12,940) (16,522) (5,181) (14,361) 7,225 56,637 (25,193) 31,444 (16,552) (2,354) (6,846) 5,692 Derivative financial instruments Security repurchase agreements5 Deposits and other borrowings3 Other liabilities4 Total liabilities 34,178 12,942 21,349 13 (9,267) (15,925) - (1) 68,482 (25,193) Other recognised financial instruments Derivative financial instruments 31,476 (7,653) (16,552) (2,312) These financial assets and liabilities are subject to master netting agreements which are not enforceable in all circumstances, so they are recognised gross in the balance sheet. The offsetting rights of the master netting arrangements can only be enforced if a predetermined event occurs in the future, such as a counterparty defaulting. Cash collateral and financial instrument collateral These amounts are received or pledged under master netting arrangements against the gross amounts of assets and liabilities. Financial instrument collateral typically comprises securities which can be readily liquidated in the event of counterparty default. The offsetting rights of the master netting arrangement can only be enforced if a predetermined event occurs in the future, such as a counterparty defaulting. 1 Consist of stock borrowing arrangements, reported as part of cash collateral in Note 10. 2 Securities purchased under agreement to resell form part of Note 11. 3 Consist of debt and interest set-off accounts which meet the requirements for offsetting as described above. These accounts form part of business loans in Note 13 and part of Deposits and other borrowings at amortised cost in Note 17. 4 Gross amounts consist of initial and variation margin held directly with central clearing counterparties, where variation margin is receivable it is reported as part of Other in Note 27. Where variation margin is payable it is reported as part of Other in Note 29. Amounts offset relate to variation 5 Security repurchase agreements form part of Note 16 recognised at amortised cost and part of Note 18 recognised at fair value through income margin. statement. 232 Notes to the financial statements CAPITAL AND DIVIDENDS Note 32. Shareholders’ equity Accounting policy Share capital Ordinary shares are recognised at the amount paid up per ordinary share net of directly attributable issue costs. Treasury shares are shares in the Parent Entity, purchased by the Parent Entity or other entities within the Group. These shares are adjusted against share capital as the net of the consideration paid to purchase the shares and, where applicable, any consideration received from the subsequent sale or reissue of these shares. Non-controlling interests Non-controlling interests represent the share in the net assets of subsidiaries attributable to equity interests that are not owned directly or indirectly by the Parent Entity. Reserves Foreign currency translation reserve Exchange differences arising on translation of the Group’s foreign operations, any offsetting gains or losses on hedging the net investment and any associated tax effect are reflected in the foreign currency translation reserve. A cumulative credit balance in this reserve would not normally be regarded as being available for payment of dividends until such gains are realised and recognised in the income statement on sale or disposal of the foreign operation. Available-for-sale securities reserve This comprises the changes in the fair value of available-for-sale financial securities, net of any related hedge accounting adjustments and tax. These changes are transferred to non-interest income in the income statement when the asset is either disposed of or impaired. Cash flow hedging reserve This comprises the fair value gains and losses associated with the effective portion of designated cash flow hedging instruments, net of tax. Share-based payment reserve This comprises the fair value of equity-settled share-based payments recognised as an expense. Other reserves Other reserves for the Parent Entity relates to certain historic internal group restructurings performed at fair value. The reserve is eliminated on consolidation. Other reserves for the Group consist of transactions relating to changes in the Parent Entity’s ownership of a subsidiary that do not result in a loss of control. The amount recorded in other reserves reflects the difference between the amount by which non-controlling interests are adjusted and the fair value of any consideration paid or received. $m Share capital Ordinary share capital, fully paid Treasury shares held for RSP1 Other treasury shares held2 Total treasury shares held Total share capital Non-controlling interests Consolidated 2018 2017 Parent Entity 2018 2017 36,054 34,889 36,054 34,889 (505) 12 (493) (434) (61) (495) (505) (3) (508) (434) (3) (437) 35,561 52 34,394 54 35,546 - 34,452 - Notes to the financial statements Note 32. Shareholders’ equity (continued) Ordinary shares Westpac does not have authorised capital and the ordinary shares have no par value. Ordinary shares entitle the holder to participate in dividends and, in the event of Westpac winding up, to a share of the proceeds in proportion to the number of and amounts paid on the shares held. Each ordinary share entitles the holder to one vote, either in person or by proxy, at a shareholder meeting. Reconciliation of movement in number of ordinary shares. Consolidated and Parent Entity (number) Opening balance Dividend reinvestment plan1 Conversion of Westpac Convertible Preference Shares2 Closing balance Ordinary shares purchased and sold on market Consolidated and Parent Entity For share-based payment arrangements: Employee share plan (ESP) RSP3 Westpac Performance Plan (WPP) - share rights exercised Westpac Long Term Incentive Plan (LTIP) - options exercised4 LTIP - share rights exercised As treasury shares: Treasury shares purchased (excluding RSP)5 Treasury shares sold Net number of ordinary shares purchased/(sold) on market6 For details of the share-based payment arrangements refer to Note 37. 2018 2017 3,394,364,279 3,346,166,853 21,242,667 19,189,765 48,197,426 - 3,434,796,711 3,394,364,279 2018 2018 Number Average Price ($) 854,267 2,291,897 156,691 103,686 2,929 93,052 (2,715,836) 786,686 31.86 31.32 31.49 28.80 28.42 28.97 28.10 1 2018: 3,943,660, unvested shares held (2017: 3,549,035). 2 2018: 2,029,795 shares held (2017: 4,652,579). 244 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 245 1 The price per share for the issuance of shares in relation to the dividend reinvestment plan for the 2018 interim dividend was $28.11 and 2017 final dividend was $31.62 (2017: 2017 interim dividend was $29.79 and 2016 final dividend was $31.32). 2 The conversion price per share for the issuance of shares in relation to the conversion of Westpac Convertible Preference Shares was $29.49. 3 Ordinary shares allocated to employees under the RSP are classified as treasury shares until the shares vest. 4 No WPP options were exercised during the period. The average exercise price per share received was $24.23 on the exercise of the LTI options. 5 Treasury shares include ordinary shares held by statutory life funds and managed investment schemes and ordinary shares held by Westpac for equity derivatives sold to customers. 6 The purchase of ordinary shares on market resulted in a tax benefit of $0.22 million being recognised as contributed equity. Notes to the financial statements CAPITAL AND DIVIDENDS Note 32. Shareholders’ equity Accounting policy Share capital Ordinary shares are recognised at the amount paid up per ordinary share net of directly attributable issue costs. Treasury shares are shares in the Parent Entity, purchased by the Parent Entity or other entities within the Group. These shares are adjusted against share capital as the net of the consideration paid to purchase the shares and, where applicable, any consideration received from the subsequent sale or reissue of these shares. Non-controlling interests represent the share in the net assets of subsidiaries attributable to equity interests that are not owned Non-controlling interests directly or indirectly by the Parent Entity. Reserves Foreign currency translation reserve Exchange differences arising on translation of the Group’s foreign operations, any offsetting gains or losses on hedging the net investment and any associated tax effect are reflected in the foreign currency translation reserve. A cumulative credit balance in this reserve would not normally be regarded as being available for payment of dividends until such gains are realised and recognised in the income statement on sale or disposal of the foreign operation. Available-for-sale securities reserve This comprises the changes in the fair value of available-for-sale financial securities, net of any related hedge accounting adjustments and tax. These changes are transferred to non-interest income in the income statement when the asset is either This comprises the fair value gains and losses associated with the effective portion of designated cash flow hedging This comprises the fair value of equity-settled share-based payments recognised as an expense. Other reserves for the Parent Entity relates to certain historic internal group restructurings performed at fair value. The reserve Other reserves for the Group consist of transactions relating to changes in the Parent Entity’s ownership of a subsidiary that do The amount recorded in other reserves reflects the difference between the amount by which non-controlling interests are adjusted and the fair value of any consideration paid or received. disposed of or impaired. Cash flow hedging reserve instruments, net of tax. Share-based payment reserve Other reserves is eliminated on consolidation. not result in a loss of control. $m Share capital Ordinary share capital, fully paid Treasury shares held for RSP1 Other treasury shares held2 Total treasury shares held Total share capital Non-controlling interests Consolidated Parent Entity 2018 2017 2018 2017 36,054 34,889 36,054 34,889 (505) 12 (493) (434) (61) (495) (505) (3) (508) (434) (3) (437) 35,561 34,394 35,546 34,452 52 54 - - Notes to the financial statements Note 32. Shareholders’ equity (continued) Ordinary shares Westpac does not have authorised capital and the ordinary shares have no par value. Ordinary shares entitle the holder to participate in dividends and, in the event of Westpac winding up, to a share of the proceeds in proportion to the number of and amounts paid on the shares held. Each ordinary share entitles the holder to one vote, either in person or by proxy, at a shareholder meeting. Reconciliation of movement in number of ordinary shares. Consolidated and Parent Entity (number) Opening balance Dividend reinvestment plan1 Conversion of Westpac Convertible Preference Shares2 Closing balance Ordinary shares purchased and sold on market Consolidated and Parent Entity For share-based payment arrangements: Employee share plan (ESP) RSP3 Westpac Performance Plan (WPP) - share rights exercised Westpac Long Term Incentive Plan (LTIP) - options exercised4 LTIP - share rights exercised As treasury shares: Treasury shares purchased (excluding RSP)5 Treasury shares sold Net number of ordinary shares purchased/(sold) on market6 For details of the share-based payment arrangements refer to Note 37. 2018 2017 3,394,364,279 3,346,166,853 21,242,667 48,197,426 19,189,765 3,434,796,711 - 3,394,364,279 2018 Number 2018 Average Price ($) 854,267 2,291,897 156,691 103,686 2,929 93,052 (2,715,836) 786,686 31.86 31.32 31.49 28.80 28.42 28.97 28.10 3 1 2018: 3,943,660, unvested shares held (2017: 3,549,035). 2 2018: 2,029,795 shares held (2017: 4,652,579). 1 The price per share for the issuance of shares in relation to the dividend reinvestment plan for the 2018 interim dividend was $28.11 and 2017 final dividend was $31.62 (2017: 2017 interim dividend was $29.79 and 2016 final dividend was $31.32). 2 The conversion price per share for the issuance of shares in relation to the conversion of Westpac Convertible Preference Shares was $29.49. 3 Ordinary shares allocated to employees under the RSP are classified as treasury shares until the shares vest. 4 No WPP options were exercised during the period. The average exercise price per share received was $24.23 on the exercise of the LTI options. 5 Treasury shares include ordinary shares held by statutory life funds and managed investment schemes and ordinary shares held by Westpac for equity derivatives sold to customers. 6 The purchase of ordinary shares on market resulted in a tax benefit of $0.22 million being recognised as contributed equity. 244 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 245 Notes to the financial statements Note 32. Shareholders’ equity (continued) Reconciliation of movement in reserves $m Available-for-sale securities reserve Opening balance Net gains/(losses) from changes in fair value Income tax effect Transferred to income statements Income tax effect Exchange differences Closing balance Share-based payment reserve Opening balance Share-based payment expense Closing balance Cash flow hedge reserve Opening balance Net gains/(losses) from changes in fair value Income tax effect Transferred to income statements Income tax effect Closing balance Foreign currency translation reserve Opening balance Exchange differences on translation of foreign operations (net of associated hedges) Transferred to income statements Closing balance Other reserves Opening balance Transactions with owners Closing balance Total reserves Consolidated 2018 2017 Parent Entity 2018 2017 64 (104) 34 66 (25) 2 37 1,431 103 1,534 (154) (161) 47 203 (60) 10 75 (19) (3) 1 - 64 1,333 98 1,431 (172) (91) 27 115 (33) (125) (154) (413) (116) - (529) 181 (3) (351) (18) - (18) 1,077 70 (34) 13 (33) 6 2 24 10 88 (26) (3) 1 - 70 1,322 103 1,425 1,221 101 1,322 (94) (125) 38 160 (48) (69) (481) 174 - (78) (42) 13 19 (6) (94) (404) (77) - (529) (307) (481) (19) 1 (18) 794 41 - 41 1,114 41 - 41 858 Notes to the financial statements Note 33. Capital adequacy APRA measures an ADI’s regulatory capital using three measures: Level of capital Definition Common Equity Tier 1 Capital (CET1) Tier 1 Capital Total Regulatory Capital Comprises the highest quality components of capital that consists of paid-up share capital, retained profits and certain reserves, less certain intangible assets, capitalised expenses and software, and investments and retained profits in insurance and funds management subsidiaries that are not consolidated for capital adequacy purposes. The sum of CET1 and AT1 Capital. AT1 Capital comprises high quality components of capital that consist of certain securities not included in CET1, but which include loss absorbing characteristics. The sum of Tier 1 Capital and Tier 2 Capital. Tier 2 Capital includes subordinated instruments and other components of capital that, to varying degrees, do not meet the criteria for Tier 1 Capital, but nonetheless contribute to the overall strength of an ADI and its capacity to absorb losses. Under APRA’s Prudential Standards, Australian ADIs, including Westpac, are required to maintain a minimum CET1 ratio of at least 4.5%, Tier 1 Capital ratio of at least 6.0% and Total Regulatory Capital ratio of at least 8.0%. APRA may also require ADIs, including, Westpac, to meet Prudential Capital Requirements (PCRs) above the minimum capital ratios. APRA does not allow the PCRs for individual ADIs to be disclosed. APRA also requires ADIs to hold additional CET1 buffers comprising of: a capital conservation buffer (CCB) of 3.5% for ADIs designated by APRA as domestic systemically important banks (D- SIBs) unless otherwise determined by APRA, which includes a 1.0% surcharge for D-SIBs. APRA has determined that Westpac is a D-SIB; and Zealand. a countercyclical capital buffer. The countercyclical buffer is set on a jurisdictional basis and APRA is responsible for setting the requirement in Australia. The countercyclical buffer requirement is currently set to zero for Australia and New Collectively, the above buffers are referred to as the “Capital Buffer” (CB). Should the CET1 capital ratio fall within the capital buffer range restrictions on the distributions of earnings will apply. This includes restrictions on the amount of earnings that can be distributed through dividends, AT1 Capital distributions and discretionary staff bonuses. Capital management strategy Westpac’s approach to capital management seeks to balance the fact that capital is an expensive form of funding with the need to be adequately capitalised. Westpac considers the need to balance efficiency, flexibility and adequacy when determining sufficiency of capital and when developing capital management plans. Westpac evaluates these considerations through the Internal Capital Adequacy Assessment Process (ICAAP), the key features of which include: contingency plans; the development of a capital management strategy, including consideration of regulatory minimums, capital buffers and consideration of both economic and regulatory capital requirements; a stress testing framework that challenges the capital measures, coverage and requirements including the impact of adverse economic scenarios; and consideration of the perspective of external stakeholders’, including rating agencies and equity and debt investors. In light of APRA’s announcement on ‘unquestionably strong’ capital benchmarks on 19 July 2017, Westpac will seek to operate with a CET1 capital ratio of at least 10.5% in March and September as measured under the existing capital framework. This also takes into consideration: current regulatory capital minimums and the CCB, which together are the total CET1 requirement; stress testing to calibrate an appropriate buffer against a downturn; and quarterly volatility of capital ratios due to the half yearly cycle of ordinary dividend payments. Westpac will revise its target capital level once APRA finalises its review of the capital adequacy framework.          246 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 247 Notes to the financial statements Note 32. Shareholders’ equity (continued) Reconciliation of movement in reserves $m Available-for-sale securities reserve Opening balance Net gains/(losses) from changes in fair value Income tax effect Transferred to income statements Income tax effect Exchange differences Closing balance Share-based payment reserve Opening balance Share-based payment expense Closing balance Cash flow hedge reserve Opening balance Net gains/(losses) from changes in fair value Income tax effect Transferred to income statements Income tax effect Closing balance Opening balance Foreign currency translation reserve Transferred to income statements Closing balance Other reserves Opening balance Transactions with owners Closing balance Total reserves Exchange differences on translation of foreign operations (net of associated hedges) Consolidated Parent Entity 2018 2017 2018 2017 1,322 103 1,425 1,221 101 1,322 64 (104) 34 66 (25) 2 37 1,431 103 1,534 (154) (161) 47 203 (60) (529) 181 (3) (351) (18) - (18) 1,077 10 75 (19) (3) 1 - 64 1,333 98 1,431 (172) (91) 27 115 (33) (413) (116) - (19) 1 (18) 794 70 (34) 13 (33) 6 2 24 (94) (125) 38 160 (48) (69) (481) 174 - 41 - 41 1,114 (125) (154) 10 88 (26) (3) 1 - 70 (78) (42) 13 19 (6) (94) (404) (77) - 41 - 41 858 (529) (307) (481) Notes to the financial statements Note 33. Capital adequacy APRA measures an ADI’s regulatory capital using three measures: Level of capital Definition Common Equity Tier 1 Capital (CET1) Tier 1 Capital Total Regulatory Capital Comprises the highest quality components of capital that consists of paid-up share capital, retained profits and certain reserves, less certain intangible assets, capitalised expenses and software, and investments and retained profits in insurance and funds management subsidiaries that are not consolidated for capital adequacy purposes. The sum of CET1 and AT1 Capital. AT1 Capital comprises high quality components of capital that consist of certain securities not included in CET1, but which include loss absorbing characteristics. The sum of Tier 1 Capital and Tier 2 Capital. Tier 2 Capital includes subordinated instruments and other components of capital that, to varying degrees, do not meet the criteria for Tier 1 Capital, but nonetheless contribute to the overall strength of an ADI and its capacity to absorb losses. Under APRA’s Prudential Standards, Australian ADIs, including Westpac, are required to maintain a minimum CET1 ratio of at least 4.5%, Tier 1 Capital ratio of at least 6.0% and Total Regulatory Capital ratio of at least 8.0%. APRA may also require ADIs, including, Westpac, to meet Prudential Capital Requirements (PCRs) above the minimum capital ratios. APRA does not allow the PCRs for individual ADIs to be disclosed. APRA also requires ADIs to hold additional CET1 buffers comprising of:  a capital conservation buffer (CCB) of 3.5% for ADIs designated by APRA as domestic systemically important banks (D- SIBs) unless otherwise determined by APRA, which includes a 1.0% surcharge for D-SIBs. APRA has determined that Westpac is a D-SIB; and  a countercyclical capital buffer. The countercyclical buffer is set on a jurisdictional basis and APRA is responsible for setting the requirement in Australia. The countercyclical buffer requirement is currently set to zero for Australia and New Zealand. Collectively, the above buffers are referred to as the “Capital Buffer” (CB). Should the CET1 capital ratio fall within the capital buffer range restrictions on the distributions of earnings will apply. This includes restrictions on the amount of earnings that can be distributed through dividends, AT1 Capital distributions and discretionary staff bonuses. Capital management strategy Westpac’s approach to capital management seeks to balance the fact that capital is an expensive form of funding with the need to be adequately capitalised. Westpac considers the need to balance efficiency, flexibility and adequacy when determining sufficiency of capital and when developing capital management plans. Westpac evaluates these considerations through the Internal Capital Adequacy Assessment Process (ICAAP), the key features of which include:  the development of a capital management strategy, including consideration of regulatory minimums, capital buffers and contingency plans;    consideration of both economic and regulatory capital requirements; a stress testing framework that challenges the capital measures, coverage and requirements including the impact of adverse economic scenarios; and consideration of the perspective of external stakeholders’, including rating agencies and equity and debt investors. 3 246 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 247 Westpac will revise its target capital level once APRA finalises its review of the capital adequacy framework. In light of APRA’s announcement on ‘unquestionably strong’ capital benchmarks on 19 July 2017, Westpac will seek to operate with a CET1 capital ratio of at least 10.5% in March and September as measured under the existing capital framework. This also takes into consideration:    current regulatory capital minimums and the CCB, which together are the total CET1 requirement; quarterly volatility of capital ratios due to the half yearly cycle of ordinary dividend payments. stress testing to calibrate an appropriate buffer against a downturn; and Notes to the financial statements Note 34. Dividends $m Dividends not recognised at year end Since year end the Directors have proposed the following dividends: Final dividend 94 cents per share (2017: 94 cents, 2016: 94 cents) all fully franked at 30% Total dividends not recognised at year end Consolidated 2017 2018 2016 Parent Entity 2018 2017 3,227 3,227 3,186 3,186 3,142 3,142 3,229 3,229 3,191 3,191 Shareholders can choose to receive their dividends as cash or reinvest for an equivalent number of shares under the Dividend Reinvestment Plan (DRP). The Board has decided to issue new shares to satisfy the DRP for the 2018 final dividend. The DRP will not include a discount. Details of dividends recognised during the year are provided in the statement of changes in equity. Australian franking credits Australian franking credits available to the Parent Entity for subsequent years are $1,357 million (2017: $1,063 million; 2016: $911 million). This is calculated as the year end franking credit balance, adjusted for the Australian current tax liability and the proposed 2018 final dividend. New Zealand imputation credits New Zealand imputation credits of NZ$0.07 (2017: NZ$0.07, 2016: NZ$0.07) per share will be attached to the proposed 2018 final dividend. New Zealand imputation credits available to the Parent Entity for subsequent years are NZ$530 million (2017: NZ$375 million, 2016: NZ$423 million). This is calculated on the same basis as the Australian franking credits but using the New Zealand current tax liability. GROUP STRUCTURE Note 35. Investments in subsidiaries and associates Accounting policy Subsidiaries Westpac’s subsidiaries are entities which it controls and consolidates as it is exposed to, or has rights to, variable returns from the entity, and can affect those returns through its power over the entity. When the Group ceases to control a subsidiary, any retained interest in the entity is remeasured to fair value, with any resulting gain or loss recognised in the income statement. Changes in the Group’s ownership interest in a subsidiary which do not result in a loss of control are accounted for as transactions with equity holders in their capacity as equity holders. In the Parent Entity’s financial statements, investments in subsidiaries are initially recorded at cost and are subsequently held at the lower of cost and recoverable amount. All transactions between Group entities are eliminated on consolidation. Associates Associates are entities in which the Group has significant influence, but not control, over the operating and financial policies. The Group accounts for associates using the equity method. The investments are initially recognised at cost (except where recognised at fair value due to a loss of control of a subsidiary), and increased (or decreased) each year by the Group’s share of the associate’s profit (or loss). Dividends received from the associate reduce the investment in associate. Overseas companies predominantly carry on business in the country of incorporation. For unincorporated entities, ‘Country of Incorporation’ refers to the country where business is carried on. The financial years of all controlled entities are the same as that of Westpac unless otherwise stated. From time to time, the Group consolidates a number of unit trusts where the Group has variable returns from its involvement with the trusts, and has the ability to affect those returns through its power over the trusts. These unit trusts are excluded from the table. Name Advance Asset Management Limited Asgard Capital Management Limited Asgard Wealth Solutions Limited BT Financial Group Pty Limited BT Funds Management Limited BT Portfolio Services Limited Capital Finance Australia Limited Crusade ABS Series 2016-1 Trust Crusade ABS Series 2017-1 Trust Crusade ABS Series 2017-1P Trust Crusade Trust No.2P of 2008 Hastings Funds Management Limited Series 2008-1M WST Trust Series 2014-1 WST Trust Series 2014-2 WST Trust Series 2015-1 WST Trust St.George Finance Limited St.George Motor Finance Limited Westpac Covered Bond Trust Percentage Owned St.George Motor Finance Limited Westpac Bank-PNG-Limited Westpac NZ Covered Bond Limited Westpac NZ Securitisation Limited Non-controlling interests to the Group. Significant restrictions Note 35. Investments in subsidiaries and associates (continued) The following table includes the material controlled entities of the Group as at 30 September 2018. Notes to the financial statements Country of Incorporation Name Australia Australia Westpac Equity Holdings Pty Limited Westpac Financial Services Group Limited Australia Westpac General Insurance Limited Australia Westpac General Insurance Services Limited Australia Westpac Lenders Mortgage Insurance Limited Australia Westpac Life Insurance Services Limited Australia Westpac Securities Limited Australia Westpac Securitisation Holdings Pty Limited Australia BT Funds Management (NZ) Limited Australia Westpac Financial Services Group-NZ-Limited Australia Westpac Life-NZ-Limited Australia Westpac New Zealand Group Limited Australia Westpac New Zealand Limited Australia Australia Westpac NZ Covered Bond Limited1 Westpac NZ Securitisation Limited1 Australia Westpac Securities NZ Limited Australia Westpac Term Pie Fund2 Australia Westpac Bank-PNG-Limited Australia Country of Incorporation Australia Australia Australia Australia Australia Australia Australia Australia New Zealand New Zealand New Zealand New Zealand New Zealand New Zealand New Zealand New Zealand New Zealand Papua New Guinea The following controlled entities have been granted relief from compliance with the balance date synchronisation provisions in the Corporations Act 2001:  Westpac Cash PIE Fund;  Westpac Notice Saver PIE Fund; and  Westpac Term PIE Fund. The following material controlled entities are not wholly owned: 2018 75.0% 89.9% 19.0% 19.0% 2017 75.0% 89.9% 19.0% 19.0% Details of the balance of non-controlling interests are set out in Note 32. There are no non-controlling interests that are material There were no significant restrictions on the ability to transfer cash or other assets, pay dividends or other capital distributions, provide or repay loans and advances between the entities within the Group subject to local regulatory requirements. There were also no significant restrictions on Westpac’s ability to access or use the assets and settle the liabilities of the Group resulting from protective rights of non-controlling interests. Associates There are no associates that are material to the Group. On 26 May 2017, the Group sold 60 million shares of Pendal Group Limited, which reduced the Group’s ownership to approximately 10%. Following completion of the sale, the remaining interest in Pendal Group Limited was reclassified to available-for-sale securities. The following table summarises the financial information of Pendal Group Limited and reconciles the summarised financial information to the carrying amount of the Group’s 29.0% investment in Pendal Group Limited as at 26 May 2017 immediately prior to the sale. The table also summarises the gain recognised on the sale of the Group’s interest in Pendal Group Limited as well as the fair value of the remaining interest in Pendal Group Limited initially recognised in available-for-sale securities. 1 The Group indirectly owns 19% of Westpac NZ Covered Bond Limited (WNZCBL) and Westpac NZ Securitisation Limited (WNZSL), however, due to contractual and structural arrangements both WNZCBL and WNZSL are considered to be controlled entities within the Group. 2 The Group has funding agreements in place with this entity and is deemed to have exposure to the associated risks and rewards. The entity is consolidated as the Group is exposed to, 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. 248 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 249 Notes to the financial statements Note 34. Dividends $m Dividends not recognised at year end Since year end the Directors have proposed the following dividends: Final dividend 94 cents per share (2017: 94 cents, 2016: 94 cents) all fully franked at 30% Total dividends not recognised at year end Consolidated Parent Entity 2018 2017 2016 2018 2017 3,227 3,227 3,186 3,186 3,142 3,142 3,229 3,229 3,191 3,191 Shareholders can choose to receive their dividends as cash or reinvest for an equivalent number of shares under the Dividend Reinvestment Plan (DRP). The Board has decided to issue new shares to satisfy the DRP for the 2018 final dividend. The DRP Details of dividends recognised during the year are provided in the statement of changes in equity. Australian franking credits available to the Parent Entity for subsequent years are $1,357 million (2017: $1,063 million; 2016: $911 million). This is calculated as the year end franking credit balance, adjusted for the Australian current tax liability and the New Zealand imputation credits of NZ$0.07 (2017: NZ$0.07, 2016: NZ$0.07) per share will be attached to the proposed 2018 final dividend. New Zealand imputation credits available to the Parent Entity for subsequent years are NZ$530 million (2017: NZ$375 million, 2016: NZ$423 million). This is calculated on the same basis as the Australian franking credits but using the will not include a discount. Australian franking credits proposed 2018 final dividend. New Zealand imputation credits New Zealand current tax liability. GROUP STRUCTURE Accounting policy Subsidiaries Note 35. Investments in subsidiaries and associates Westpac’s subsidiaries are entities which it controls and consolidates as it is exposed to, or has rights to, variable returns from the entity, and can affect those returns through its power over the entity. When the Group ceases to control a subsidiary, any retained interest in the entity is remeasured to fair value, with any resulting gain or loss recognised in the income statement. Changes in the Group’s ownership interest in a subsidiary which do not result in a loss of control are accounted for as transactions with equity holders in their capacity as equity holders. In the Parent Entity’s financial statements, investments in subsidiaries are initially recorded at cost and are subsequently held at the lower of cost and recoverable amount. All transactions between Group entities are eliminated on consolidation. Associates Associates are entities in which the Group has significant influence, but not control, over the operating and financial policies. The Group accounts for associates using the equity method. The investments are initially recognised at cost (except where recognised at fair value due to a loss of control of a subsidiary), and increased (or decreased) each year by the Group’s share of the associate’s profit (or loss). Dividends received from the associate reduce the investment in associate. Overseas companies predominantly carry on business in the country of incorporation. For unincorporated entities, ‘Country of Incorporation’ refers to the country where business is carried on. The financial years of all controlled entities are the same as that of Westpac unless otherwise stated. From time to time, the Group consolidates a number of unit trusts where the Group has variable returns from its involvement with the trusts, and has the ability to affect those returns through its power over the trusts. These unit trusts are excluded from the table. Note 35. Investments in subsidiaries and associates (continued) The following table includes the material controlled entities of the Group as at 30 September 2018. Notes to the financial statements Name Advance Asset Management Limited Asgard Capital Management Limited Asgard Wealth Solutions Limited BT Financial Group Pty Limited BT Funds Management Limited BT Portfolio Services Limited Capital Finance Australia Limited Crusade ABS Series 2016-1 Trust Crusade ABS Series 2017-1 Trust Crusade ABS Series 2017-1P Trust Crusade Trust No.2P of 2008 Hastings Funds Management Limited Series 2008-1M WST Trust Series 2014-1 WST Trust Series 2014-2 WST Trust Series 2015-1 WST Trust St.George Finance Limited St.George Motor Finance Limited Westpac Covered Bond Trust Country of Incorporation Name Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Westpac Equity Holdings Pty Limited Westpac Financial Services Group Limited Westpac General Insurance Limited Westpac General Insurance Services Limited Westpac Lenders Mortgage Insurance Limited Westpac Life Insurance Services Limited Westpac Securities Limited Westpac Securitisation Holdings Pty Limited BT Funds Management (NZ) Limited Westpac Financial Services Group-NZ-Limited Westpac Life-NZ-Limited Westpac New Zealand Group Limited Westpac New Zealand Limited Westpac NZ Covered Bond Limited1 Westpac NZ Securitisation Limited1 Westpac Securities NZ Limited Westpac Term Pie Fund2 Westpac Bank-PNG-Limited Country of Incorporation Australia Australia Australia Australia Australia Australia Australia Australia New Zealand New Zealand New Zealand New Zealand New Zealand New Zealand New Zealand New Zealand New Zealand Papua New Guinea The following controlled entities have been granted relief from compliance with the balance date synchronisation provisions in the Corporations Act 2001:  Westpac Cash PIE Fund;  Westpac Notice Saver PIE Fund; and  Westpac Term PIE Fund. The following material controlled entities are not wholly owned: Percentage Owned St.George Motor Finance Limited Westpac Bank-PNG-Limited Westpac NZ Covered Bond Limited Westpac NZ Securitisation Limited 2018 75.0% 89.9% 19.0% 19.0% 2017 75.0% 89.9% 19.0% 19.0% Non-controlling interests Details of the balance of non-controlling interests are set out in Note 32. There are no non-controlling interests that are material to the Group. Significant restrictions There were no significant restrictions on the ability to transfer cash or other assets, pay dividends or other capital distributions, provide or repay loans and advances between the entities within the Group subject to local regulatory requirements. There were also no significant restrictions on Westpac’s ability to access or use the assets and settle the liabilities of the Group resulting from protective rights of non-controlling interests. 3 Associates There are no associates that are material to the Group. On 26 May 2017, the Group sold 60 million shares of Pendal Group Limited, which reduced the Group’s ownership to approximately 10%. Following completion of the sale, the remaining interest in Pendal Group Limited was reclassified to available-for-sale securities. The following table summarises the financial information of Pendal Group Limited and reconciles the summarised financial information to the carrying amount of the Group’s 29.0% investment in Pendal Group Limited as at 26 May 2017 immediately prior to the sale. The table also summarises the gain recognised on the sale of the Group’s interest in Pendal Group Limited as well as the fair value of the remaining interest in Pendal Group Limited initially recognised in available-for-sale securities. 1 The Group indirectly owns 19% of Westpac NZ Covered Bond Limited (WNZCBL) and Westpac NZ Securitisation Limited (WNZSL), however, due to contractual and structural arrangements both WNZCBL and WNZSL are considered to be controlled entities within the Group. 2 The Group has funding agreements in place with this entity and is deemed to have exposure to the associated risks and rewards. The entity is consolidated as the Group is exposed to, 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. 248 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 249 Notes to the financial statements Note 35. Investments in subsidiaries and associates (continued) Consolidated $m Summarised results Revenue for the period Net profit for the period Other comprehensive income for the period Total comprehensive income (100%) Group's share of net profit1 Equity accounting adjustments Group's share in net profit recognised in the income statement Group's share of other comprehensive income1 Tax effect on Group's share of other comprehensive income Share of total comprehensive income recognised by the Group Dividends received from associates during the period Summarised balance sheet Total assets Total liabilities Total net assets (100%) Group's share of total net assets1 Fair value adjustments (including notional goodwill) on acquisition (net of amortisation) Carrying amount of interest in Pendal Group Limited2 Carrying amount of interest in Pendal Group Limited sold Carrying amount of remaining interest reclassified to available-for-sale securities Remaining interest in Pendal Group Limited accounted for under equity method Fair value of remaining interest reclassified to available-for-sale securities Proceeds from sale of Pendal Group Limited interest, net of transaction costs Amount of reserves recycled to profit or loss Gain on sale of interest in Pendal Group Limited Fair value of investment Period ended 26 May 2017 Note 36. Structured entities Accounting policy 262 90 11 101 26 (13) 13 4 (1) 16 22 887 (122) 765 222 491 713 (471) (242) - 375 630 (13) 279 n/a Changes in ownership of subsidiaries Businesses disposed during the year ending 30 September 2018 Westpac sold its interest in a number of Hastings offshore subsidiaries to Northill Capital. Completion of the sale of the US and UK entities occurred on 28 February 2018 and completion of the Singapore entity occurred on 23 March 2018, with a total loss of $9 million recognised in non-interest income. The total cash consideration received, net of transaction costs and cash held, was $9 million. Businesses disposed during the year ending 30 September 2017 No businesses were sold in the year ended 30 September 2017. Businesses disposed during the year ending 30 September 2016 Pacific Islands Westpac sold its banking operations in Solomon Islands and Vanuatu to the Bank of South Pacific Limited (BSP). Settlement occurred on 30 October 2015 and 1 July 2016 respectively, with a gain of $1 million recognised in non-interest income. The total cash consideration paid, net of transaction costs and cash held, was $104 million. Details of the assets and liabilities over which control was lost are provided in Note 41. Notes to the financial statements Structured entities are generally created to achieve a specific, defined objective and their operations are restricted such as only purchasing specific assets. Structured entities are commonly financed by debt or equity securities that are collateralised by and/or indexed to their underlying assets. The debt and equity securities issued by structured entities may include tranches with varying levels of subordination. Structured entities are classified as subsidiaries and consolidated if they meet the definition in Note 35. If the Group does not control a structured entity then it will not be consolidated. The Group engages in various transactions with both consolidated and unconsolidated structured entities that are mainly involved in securitisations, asset backed and other financing structures and managed funds. The Group uses structured entities to securitise its financial assets, including two covered bond programs to assign pools of residential mortgages to bankruptcy remote structured entities. The Group also uses structured entities to give its customers access to funding from commercial paper markets. Consolidated structured entities Securitisation and covered bonds Refer to Note 25 for further details. Group managed funds Non-contractual financial support Unconsolidated structured entities agreements. The Group acts as the responsible entity and/or fund manager for various investment management funds. As fund manager, if the Group is deemed to be acting as a principal rather than an agent then it consolidates the fund. The principal vs. agent decision requires judgement of whether the Group has sufficient exposure to variable returns. The Group does not provide non-contractual financial support to these consolidated structured entities. The Group has interests in various unconsolidated structured entities including debt or equity instruments, guarantees, liquidity and other credit support arrangements, lending, loan commitments, certain derivatives and investment management Interests exclude non-complex derivatives (e.g. interest rate or currency swaps), instruments that create, rather than absorb, variability in the entity (e.g. credit protection under a credit default swap), and lending to a structured entity with recourse to a wider operating entity, not just the structured entity. The Group’s main interests in unconsolidated structured entities, which arise in the normal course of business, are: Trading securities with the structured entity. The Group earns interest income on these securities and also The Group actively trades interests in structured entities and normally has no other involvement recognises fair value changes through trading income in non-interest income. Available-for-sale securities The Group holds mortgage-backed securities for liquidity purposes and the Group normally has no other involvement with the structured entity. These assets are highly-rated, investment grade and eligible for repurchase agreements with the RBA or another central bank. The Group earns interest income and net gains or losses on selling these assets are recognised in the income statements. Loans and other credit approval processes, in order to earn interest and fee income. The structured entities are mainly commitments property trusts, securitisation entities and those associated with project and property The Group lends to unconsolidated structured entities, subject to the Group’s collateral and credit financing transactions. The Group manages funds that provide customers with investment opportunities. The Group also manages superannuation funds for its employees. The Group earns management and Investment management performance fee income which is recognised in non-interest income. agreements The Group may also retain units in these investment management funds, primarily through life insurance subsidiaries. The Group earns fund distribution income and recognises fair value movements through non-interest income. 1 Represents the Group's share of Pendal (26 May 2017: 29.0%). 2 The amount disclosed as at 26 May 2017 represented the carrying value of interest in Pendal immediately prior to the sale. 250 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 251 Notes to the financial statements Notes to the financial statements Note 35. Investments in subsidiaries and associates (continued) Note 36. Structured entities Period ended 26 May 2017 262 90 11 101 26 (13) 13 4 (1) 16 22 887 (122) 765 222 491 713 (471) (242) - 375 630 (13) 279 n/a Consolidated $m Summarised results Revenue for the period Net profit for the period Other comprehensive income for the period Total comprehensive income (100%) Group's share of net profit1 Equity accounting adjustments Group's share in net profit recognised in the income statement Group's share of other comprehensive income1 Tax effect on Group's share of other comprehensive income Share of total comprehensive income recognised by the Group Dividends received from associates during the period Summarised balance sheet Total assets Total liabilities Total net assets (100%) Group's share of total net assets1 Fair value adjustments (including notional goodwill) on acquisition (net of amortisation) Carrying amount of interest in Pendal Group Limited2 Carrying amount of interest in Pendal Group Limited sold Carrying amount of remaining interest reclassified to available-for-sale securities Remaining interest in Pendal Group Limited accounted for under equity method Fair value of remaining interest reclassified to available-for-sale securities Proceeds from sale of Pendal Group Limited interest, net of transaction costs Amount of reserves recycled to profit or loss Gain on sale of interest in Pendal Group Limited Fair value of investment Changes in ownership of subsidiaries Businesses disposed during the year ending 30 September 2018 was $9 million. Businesses disposed during the year ending 30 September 2017 No businesses were sold in the year ended 30 September 2017. Businesses disposed during the year ending 30 September 2016 Pacific Islands Westpac sold its interest in a number of Hastings offshore subsidiaries to Northill Capital. Completion of the sale of the US and UK entities occurred on 28 February 2018 and completion of the Singapore entity occurred on 23 March 2018, with a total loss of $9 million recognised in non-interest income. The total cash consideration received, net of transaction costs and cash held, Westpac sold its banking operations in Solomon Islands and Vanuatu to the Bank of South Pacific Limited (BSP). Settlement occurred on 30 October 2015 and 1 July 2016 respectively, with a gain of $1 million recognised in non-interest income. The total cash consideration paid, net of transaction costs and cash held, was $104 million. Details of the assets and liabilities over which control was lost are provided in Note 41. Accounting policy Structured entities are generally created to achieve a specific, defined objective and their operations are restricted such as only purchasing specific assets. Structured entities are commonly financed by debt or equity securities that are collateralised by and/or indexed to their underlying assets. The debt and equity securities issued by structured entities may include tranches with varying levels of subordination. Structured entities are classified as subsidiaries and consolidated if they meet the definition in Note 35. If the Group does not control a structured entity then it will not be consolidated. The Group engages in various transactions with both consolidated and unconsolidated structured entities that are mainly involved in securitisations, asset backed and other financing structures and managed funds. Consolidated structured entities Securitisation and covered bonds The Group uses structured entities to securitise its financial assets, including two covered bond programs to assign pools of residential mortgages to bankruptcy remote structured entities. The Group also uses structured entities to give its customers access to funding from commercial paper markets. Refer to Note 25 for further details. Group managed funds The Group acts as the responsible entity and/or fund manager for various investment management funds. As fund manager, if the Group is deemed to be acting as a principal rather than an agent then it consolidates the fund. The principal vs. agent decision requires judgement of whether the Group has sufficient exposure to variable returns. Non-contractual financial support The Group does not provide non-contractual financial support to these consolidated structured entities. Unconsolidated structured entities The Group has interests in various unconsolidated structured entities including debt or equity instruments, guarantees, liquidity and other credit support arrangements, lending, loan commitments, certain derivatives and investment management agreements. Interests exclude non-complex derivatives (e.g. interest rate or currency swaps), instruments that create, rather than absorb, variability in the entity (e.g. credit protection under a credit default swap), and lending to a structured entity with recourse to a wider operating entity, not just the structured entity. The Group’s main interests in unconsolidated structured entities, which arise in the normal course of business, are: Trading securities The Group actively trades interests in structured entities and normally has no other involvement with the structured entity. The Group earns interest income on these securities and also recognises fair value changes through trading income in non-interest income. Available-for-sale securities The Group holds mortgage-backed securities for liquidity purposes and the Group normally has no other involvement with the structured entity. These assets are highly-rated, investment grade and eligible for repurchase agreements with the RBA or another central bank. The Group earns interest income and net gains or losses on selling these assets are recognised in the income statements. 3 Loans and other credit commitments The Group lends to unconsolidated structured entities, subject to the Group’s collateral and credit approval processes, in order to earn interest and fee income. The structured entities are mainly property trusts, securitisation entities and those associated with project and property financing transactions. Investment management agreements The Group manages funds that provide customers with investment opportunities. The Group also manages superannuation funds for its employees. The Group earns management and performance fee income which is recognised in non-interest income. The Group may also retain units in these investment management funds, primarily through life insurance subsidiaries. The Group earns fund distribution income and recognises fair value movements through non-interest income. 1 Represents the Group's share of Pendal (26 May 2017: 29.0%). 2 The amount disclosed as at 26 May 2017 represented the carrying value of interest in Pendal immediately prior to the sale. 250 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 251 Notes to the financial statements Note 36. Structured entities (continued) The following table shows the Group’s interests in unconsolidated structured entities and its maximum exposure to loss in relation to those interests. The maximum exposure does not take into account any collateral or hedges that will reduce the risk of loss.  For on-balance sheet instruments, including debt and equity instruments in and loans to unconsolidated structured entities, the maximum exposure to loss is the carrying value; and  For off-balance sheet instruments, including liquidity facilities, loan and other credit commitments and guarantees, the maximum exposure to loss is the notional amounts. Consolidated 2018 Investment in Third Party Mortgage and Other Interest in Other Asset-Backed Securitisation Managed Structured Financing to Group $m Securities1 Vehicles Funds Entities Total Assets Receivables due from other financial institutions Trading securities and financial assets designated at fair value Available-for-sale securities Loans Life insurance assets Other assets Total on-balance sheet exposures Total notional amounts of off-balance sheet exposures Maximum exposure to loss Size of structured entities2 Consolidated 2017 - 2,108 7,352 - - - 9,460 - 9,460 58,976 - - - 21,977 - - - 6 - - 4,702 47 - 139 - - 2,247 7,352 22,894 44,877 1,843 6,545 - 47 21,977 4,755 24,876 61,068 5,145 27,122 27,122 60 7,988 13,193 4,815 66,524 32,864 100,427 74,261 253,049 Investment in Third Party Mortgage and Other Interest in Other Asset-Backed Securitisation Managed Structured Financing to Group $m Securities1 Vehicles Funds Entities Total Assets Receivables due from other financial institutions Trading securities and financial assets designated at fair value Available-for-sale securities Loans Life insurance assets Other assets Total on-balance sheet exposures Total notional amounts of off-balance sheet exposures Maximum exposure to loss Size of structured entities2 - 1,740 6,981 - - - 8,721 - 8,721 60,573 392 - - - - - - 674 - 392 2,414 6,981 20,032 44 22,488 42,564 - - 4,344 52 1,735 6,079 - 52 20,424 4,440 24,897 58,482 5,802 26,226 26,226 66 7,718 13,586 4,506 70,070 32,615 134,548 72,068 291,417 Non-contractual financial support The Group does not provide non-contractual financial support to these unconsolidated structured entities. 1 The Group's interests in third party mortgage and other asset-backed securities are senior tranches of notes and are investment grade rated. 2 Represented either by the total assets or market capitalisation of the entity, or if not available, the Group's total committed exposure (for lending arrangements and external debt and equity holdings), funds under management (for Group managed funds) or the total value of notes on issue (for investments in third-party asset-backed securities). 252 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 253 Notes to the financial statements EMPLOYEE BENEFITS Note 37. Share-based payments Accounting policy The Group enters into various share-based payment arrangements with its employees as a component of overall compensation for services provided. Share-based payment arrangements comprise options to purchase shares at a pre-determined price (share options), rights to receive shares for free (share rights) and restricted shares (issued at no cost). Share-based payment arrangements typically require a specified period of continuing employment (the service period or vesting period) and may include performance targets (vesting conditions). Specific details of each arrangement are provided below. Share-based payments must be classified as either cash-settled or equity-settled arrangements. The Group’s significant arrangements are equity-settled, as the Group is not obliged to settle in cash. Options and share rights Options and share rights are equity-settled arrangements. The fair value is measured at grant date and is recognised as an expense over the service period, with a corresponding increase in the share-based payment reserve in equity. The fair value of share options and share rights is estimated at grant date using a binomial/Monte Carlo simulation pricing model which incorporates the vesting and market-related performance targets of the grants. The fair value of share options and rights excludes non-market vesting conditions such as employees’ continuing employment by the Group. The non-market vesting conditions are instead incorporated in estimating the number of share options and rights that are expected to vest and are therefore recognised as an expense. At each reporting date the non-market vesting assumptions are revised and the expense recognised each year takes into account the most recent estimates. The market-related assumptions are not revised each year as the fair value is not re-estimated after the grant date. Restricted share plan (RSP) The RSP is accounted for as an equity-settled arrangement. The fair value of shares allocated to employees for nil consideration is recognised as an expense over the vesting period with a corresponding increase in the share-based payments reserve in equity. The fair value of ordinary shares issued to satisfy the obligation to employees is measured at grant date and is recognised as a separate component of equity. Employee share plan (ESP) The value of shares expected to be allocated to employees for nil consideration is recognised as an expense over the financial year and provided for as other employee benefits. The fair value of any ordinary shares issued to satisfy the obligation to employees is recognised in equity. Alternatively, shares may be purchased on market to satisfy the obligation to employees. Scheme name Westpac Long Term Incentive Plan (LTI) Westpac Performance Plan (WPP) Restricted Share Employee Share Plan Plan (RSP) (ESP) Share rights (allocated at Type of share- no cost). based payment Share options (no longer issued since October 2009). Share rights (allocated at no cost). Share options (no longer issued since October 2009). Westpac ordinary shares (allocated at no cost). How it is used accountability with for New Zealand employees and respect of the already been provided Aligns executive remuneration and The mandatory deferral of a portion of short-term incentives To reward key employees in shareholder interests over key employees based outside previous the long term. Australia. financial year. Westpac ordinary shares (allocated at no cost) of up to $1,000 per employee per year. To reward eligible Australian employees (unless they have instruments under another scheme for the previous year). Exercise price: Shares rights Nil. Share options Nil. The market price of Westpac shares at the start of the performance period The market price of Westpac shares at the start of the performance period. n/a. n/a n/a. n/a Notes to the financial statements Note 36. Structured entities (continued) The following table shows the Group’s interests in unconsolidated structured entities and its maximum exposure to loss in relation to those interests. The maximum exposure does not take into account any collateral or hedges that will reduce the risk  For on-balance sheet instruments, including debt and equity instruments in and loans to unconsolidated structured entities, the maximum exposure to loss is the carrying value; and  For off-balance sheet instruments, including liquidity facilities, loan and other credit commitments and guarantees, the maximum exposure to loss is the notional amounts. of loss. $m Assets Consolidated 2018 Available-for-sale securities Loans Life insurance assets Other assets Maximum exposure to loss Size of structured entities2 Consolidated 2017 $m Assets Available-for-sale securities Loans Life insurance assets Other assets Receivables due from other financial institutions Trading securities and financial assets designated at fair value Total on-balance sheet exposures 9,460 21,977 4,755 24,876 61,068 Total notional amounts of off-balance sheet exposures Investment in Third Party Mortgage and Other Financing to Group in Other Asset-Backed Securitisation Managed Structured Securities1 Vehicles Funds Entities Total Interest - - - - - 21,977 - - - 6 4,702 47 139 - - - 2,247 7,352 22,894 44,877 1,843 6,545 - 47 5,145 27,122 27,122 60 7,988 13,193 4,815 66,524 32,864 74,261 100,427 253,049 Investment in Third Party Mortgage and Other Financing to Group in Other Asset-Backed Securitisation Managed Structured Securities1 Vehicles Funds Entities Total Interest - - - 674 - - 392 2,414 6,981 20,032 44 22,488 42,564 4,344 52 1,735 6,079 - 52 392 - - - - 5,802 26,226 26,226 66 7,718 13,586 4,506 70,070 32,615 134,548 72,068 291,417 - 2,108 7,352 - - - - 9,460 58,976 - 1,740 6,981 - - - - 8,721 60,573 Receivables due from other financial institutions Trading securities and financial assets designated at fair value Total on-balance sheet exposures 8,721 20,424 4,440 24,897 58,482 Total notional amounts of off-balance sheet exposures Maximum exposure to loss Size of structured entities2 Non-contractual financial support The Group does not provide non-contractual financial support to these unconsolidated structured entities. Notes to the financial statements EMPLOYEE BENEFITS Note 37. Share-based payments Accounting policy The Group enters into various share-based payment arrangements with its employees as a component of overall compensation for services provided. Share-based payment arrangements comprise options to purchase shares at a pre-determined price (share options), rights to receive shares for free (share rights) and restricted shares (issued at no cost). Share-based payment arrangements typically require a specified period of continuing employment (the service period or vesting period) and may include performance targets (vesting conditions). Specific details of each arrangement are provided below. Share-based payments must be classified as either cash-settled or equity-settled arrangements. The Group’s significant arrangements are equity-settled, as the Group is not obliged to settle in cash. Options and share rights Options and share rights are equity-settled arrangements. The fair value is measured at grant date and is recognised as an expense over the service period, with a corresponding increase in the share-based payment reserve in equity. The fair value of share options and share rights is estimated at grant date using a binomial/Monte Carlo simulation pricing model which incorporates the vesting and market-related performance targets of the grants. The fair value of share options and rights excludes non-market vesting conditions such as employees’ continuing employment by the Group. The non-market vesting conditions are instead incorporated in estimating the number of share options and rights that are expected to vest and are therefore recognised as an expense. At each reporting date the non-market vesting assumptions are revised and the expense recognised each year takes into account the most recent estimates. The market-related assumptions are not revised each year as the fair value is not re-estimated after the grant date. Restricted share plan (RSP) The RSP is accounted for as an equity-settled arrangement. The fair value of shares allocated to employees for nil consideration is recognised as an expense over the vesting period with a corresponding increase in the share-based payments reserve in equity. The fair value of ordinary shares issued to satisfy the obligation to employees is measured at grant date and is recognised as a separate component of equity. Employee share plan (ESP) The value of shares expected to be allocated to employees for nil consideration is recognised as an expense over the financial year and provided for as other employee benefits. The fair value of any ordinary shares issued to satisfy the obligation to employees is recognised in equity. Alternatively, shares may be purchased on market to satisfy the obligation to employees. Scheme name Westpac Long Term Incentive Plan (LTI) Westpac Performance Plan (WPP) Restricted Share Plan (RSP) Employee Share Plan (ESP) Type of share- based payment Share rights (allocated at no cost). Share options (no longer issued since October 2009). Share rights (allocated at no cost). Share options (no longer issued since October 2009). Westpac ordinary shares (allocated at no cost). How it is used Aligns executive remuneration and accountability with shareholder interests over the long term. The mandatory deferral of a portion of short-term incentives for New Zealand employees and key employees based outside Australia. To reward key employees in respect of the previous financial year. Westpac ordinary shares (allocated at no cost) of up to $1,000 per employee per year. To reward eligible Australian employees (unless they have already been provided instruments under another scheme for the previous year). 3 Exercise price: Shares rights Nil. Nil. Share options The market price of Westpac shares at the start of the performance period The market price of Westpac shares at the start of the performance period. n/a. n/a n/a. n/a 1 The Group's interests in third party mortgage and other asset-backed securities are senior tranches of notes and are investment grade rated. 2 Represented either by the total assets or market capitalisation of the entity, or if not available, the Group's total committed exposure (for lending arrangements and external debt and equity holdings), funds under management (for Group managed funds) or the total value of notes on issue (for investments in third-party asset-backed securities). 252 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 253 Notes to the financial statements Note 37. Share-based payments (continued) Scheme name Westpac Long Term Incentive Plan (LTI) Westpac Performance Plan (WPP) Restricted Share Plan (RSP) Employee Share Plan (ESP) Performance hurdles Relative total shareholder return (TSR) over a 4 year performance period and average cash Return on Equity (cash ROE) over a three year performance period plus 1 year holding lock, each applying to half of the award1 (commencing with the 2016 LTI award)2. None. None. None. Service conditions Continued employment throughout the vesting period or as determined by the Board. Continued employment throughout the vesting period or as determined by the Board. Continued employment throughout the restriction period or as determined by the Board. Shares must normally remain within the ESP for three years from granting unless the employee leaves Westpac. Vesting period (period over which expenses are recognised) 4 years2 Defined period set out at time of grant. Defined period set out at time of grant. 1 year Outstanding at Granted Exercised Lapsed During 1 October During During Outstanding at 2017 the Year the Year the Year 30 September 2018 Outstanding and Exercisable at 30 September 2018 Treatment at end of term Lapse if not exercised. Lapse if not exercised. Vested shares are released from the RSP at the end of the vesting period. Shares granted prior to October 2009 may be held in the RSP for up to 10 years from the grant date. Shares are released at the end of the restriction period or when the employee leaves Westpac. Does the employee receive dividends and voting rights during the vesting period? No No Yes Yes 1 Details of the TSR and cash ROE performance targets are provided in the Remuneration Report in Section 4.3. 2 For the 2015 LTI awards, the TSR is subject to a four year performance period and Cash EPS compound annual growth rate (CAGR) over a three year performance period plus 1 year holding lock. For awards granted for the periods 2011 to 2014 both the TSR and CAGR hurdles are subject to a three year performance and vesting period. TSR hurdled awards granted prior to 2011 were measured over an initial three year performance period with subsequent performance testing possible at the fourth and fifth anniversaries however further vesting may only occur if the TSR ranking has improved. 1 For awards made prior to October 2009, shares may be held in the RSP for up to 10 years from the date they are granted. For awards made from October 2009, shares are released from the RSP on vesting. 254 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 255 Notes to the financial statements Outstanding at Granted Exercised 1 October During During Lapsed During Outstanding at 2017 the Year the Year the Year 30 September 2018 Outstanding and Exercisable at 30 September 2018 Note 37. Share-based payments (continued) Each share-based payment scheme is quantified below: (i) Westpac Long Term Incentive Plan Weighted average exercise price Weighted average remaining Weighted average remaining 2018 Share options contractual life Share rights contractual life 2017 Share options 256,840 $26.36 - - 103,686 $24.23 100,804 - 5,231,904 808,290 2,929 1,324,422 0.7 years 10.3 years 1 Oct 2016 583,018 $27.58 Weighted average exercise price Performance share rights - - 326,178 $28.54 - - 5,275,652 930,012 - 973,760 The weighted average fair value at grant date of LTI share rights issued during the year was $17.86 (2017: $19.17). (ii) Westpac Performance Plan (WPP) 2018 Share rights One-year vesting period Two-year vesting period Three-year vesting period Four-year vesting period Total share rights Weighted average remaining contractual life 2017 Share options Weighted average exercise price Performance share rights (iii) Restricted Share Plan (RSP) Allocation date1 Granted prior to October 2009 Granted subsequent to October 2009 Total 2018 Total 2017 155,419 233,456 104,382 126,522 72,000 88,967 43,589 42,346 66,357 60,882 29,452 - 20,531 8,151 780 6,639 619,779 246,902 156,691 36,101 12.3 years 1 Oct 2016 74,094 $23.98 - - 52,745 $23.98 21,349 - 391,503 393,536 142,093 23,167 619,779 The weighted average fair value at grant date of WPP share rights issued during the year was $27.83 (2017: $27.40). Outstanding at 1 October 2017 675,329 3,529,424 4,204,753 4,426,872 Granted During the Year - 2,479,975 2,479,975 2,195,572 Released 328,597 1,896,648 2,225,245 2,332,985 Forfeited During - 269,839 269,839 84,706 Outstanding at the Year 30 September 2018 346,732 3,842,912 4,189,644 4,204,753 The weighted average fair value at grant date of RSP share rights issued during the year was $31.29 (2017: $32.24). 52,350 $23.40 0 years 4,712,843 10.9 years 30 Sept 2017 256,840 $26.36 5,231,904 140,531 253,390 117,739 162,229 673,889 12.4 years 30 Sept 2017 - - 52,350 $23.40 3,719 256,840 $26.36 6,648 53,644 42,455 28,426 - 124,525 - - 118,912 Notes to the financial statements Note 37. Share-based payments (continued) Scheme name Westpac Long Term Incentive Plan (LTI) Westpac Performance Plan (WPP) Restricted Share Employee Share Plan Plan (RSP) (ESP) Performance hurdles None. None. None. Relative total shareholder return (TSR) over a 4 year performance period and average cash Return on Equity (cash ROE) over a three year performance period plus 1 year holding lock, each applying to half of the award1 (commencing with the 2016 LTI award)2. Service conditions Continued employment throughout the vesting period or as determined by the Board. Continued employment throughout the vesting period or restriction as determined by the Board. Continued employment throughout the period or as determined by the Board. Shares must normally remain within the ESP for three years from granting unless the employee leaves Westpac. Vesting period (period over which expenses are recognised) 4 years2 Defined period set out at time of grant. Defined period set out at time of grant. 1 year Treatment at end of term Lapse if not exercised. Lapse if not exercised. Vested shares are released from the RSP at the end of the vesting period. Shares granted prior to October 2009 may be held in the RSP for up to 10 years from the grant date. Shares are released at the end of the restriction period or when the employee leaves Westpac. No No Yes Yes Notes to the financial statements Note 37. Share-based payments (continued) Each share-based payment scheme is quantified below: (i) Westpac Long Term Incentive Plan 2018 Share options Weighted average exercise price Weighted average remaining contractual life Share rights Weighted average remaining contractual life 2017 Share options Weighted average exercise price Performance share rights Outstanding at 1 October 2017 Granted Exercised During the Year During the Year 256,840 $26.36 - - 103,686 $24.23 Lapsed During the Year 100,804 - 0.7 years 5,231,904 808,290 2,929 1,324,422 10.3 years 1 Oct 2016 583,018 $27.58 5,275,652 - - 930,012 326,178 $28.54 - - - 973,760 Outstanding at 30 September 2018 52,350 $23.40 0 years 4,712,843 10.9 years 30 Sept 2017 256,840 $26.36 5,231,904 Outstanding and Exercisable at 30 September 2018 52,350 $23.40 3,719 256,840 $26.36 6,648 The weighted average fair value at grant date of LTI share rights issued during the year was $17.86 (2017: $19.17). (ii) Westpac Performance Plan (WPP) 2018 Share rights One-year vesting period Two-year vesting period Three-year vesting period Four-year vesting period Total share rights Weighted average remaining contractual life 2017 Share options Weighted average exercise price Performance share rights Outstanding at 1 October 2017 Granted Exercised During the Year During the Year Lapsed During the Year Outstanding at 30 September 2018 Outstanding and Exercisable at 30 September 2018 155,419 233,456 104,382 126,522 72,000 88,967 43,589 42,346 66,357 60,882 29,452 - 619,779 246,902 156,691 20,531 8,151 780 6,639 36,101 12.3 years 1 Oct 2016 74,094 $23.98 391,503 - - 393,536 52,745 $23.98 142,093 21,349 - 23,167 140,531 253,390 117,739 162,229 673,889 12.4 years 30 Sept 2017 - - 619,779 53,644 42,455 28,426 - 124,525 - - 118,912 The weighted average fair value at grant date of WPP share rights issued during the year was $27.83 (2017: $27.40). (iii) Restricted Share Plan (RSP) Allocation date1 Granted prior to October 2009 Granted subsequent to October 2009 Total 2018 Total 2017 Outstanding at 1 October 2017 675,329 3,529,424 4,204,753 4,426,872 Granted During the Year - 2,479,975 2,479,975 2,195,572 Released 328,597 1,896,648 2,225,245 2,332,985 Forfeited During the Year - 269,839 269,839 84,706 Outstanding at 30 September 2018 346,732 3,842,912 4,189,644 4,204,753 3 The weighted average fair value at grant date of RSP share rights issued during the year was $31.29 (2017: $32.24). 1 Details of the TSR and cash ROE performance targets are provided in the Remuneration Report in Section 4.3. 2 For the 2015 LTI awards, the TSR is subject to a four year performance period and Cash EPS compound annual growth rate (CAGR) over a three year performance period plus 1 year holding lock. For awards granted for the periods 2011 to 2014 both the TSR and CAGR hurdles are subject to a three year performance and vesting period. TSR hurdled awards granted prior to 2011 were measured over an initial three year performance period with subsequent performance testing possible at the fourth and fifth anniversaries however further vesting may only occur if the TSR ranking has 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 255 1 For awards made prior to October 2009, shares may be held in the RSP for up to 10 years from the date they are granted. For awards made from October 2009, shares are released from the RSP on vesting. Does the employee receive dividends and voting rights during the vesting period? improved. 254 Notes to the financial statements Note 37. Share-based payments (continued) (iv) Employee Share Plan (ESP) Allocation Date Number of Participants Average Number of Shares Allocated per Participant Total Number of Shares Allocated 2018 2017 24 November 2017 25 November 2016 27,557 26,966 31 32 854,267 862,912 The 2017 ESP award was satisfied through the purchase of shares on market. Market Price per Share1 $31.80 $31.25 Total Fair Value $27,165,691 $26,966,000 The liability accrued for the ESP at 30 September 2018 is $28 million (2017: $28 million) and is provided for as other employee benefits. (v) CEO plans Details of share-based payment arrangements held by the CEO, Brian Hartzer, which are on the same terms and conditions as described above for the relevant plan, are provided in the Remuneration report in Section 1. (vi) Other plans Westpac also provides plans for small, specialised parts of the Group. The benefits under these plans are directly linked to growth and performance of the relevant part of the business. The plans individually and in aggregate are not material to the Group in terms of expenses and dilution of earnings. The names of all persons who hold share options and/or rights currently on issue are entered in Westpac’s register of option holders which may be inspected at Link Market Services, Level 12, 680 George Street, Sydney, New South Wales. (vii) Fair value assumptions The fair values of share options and share rights have been independently calculated at their respective grant dates. The fair value of share rights with performance targets based on relative TSR takes into account the average TSR outcome determined using a Monte Carlo simulation pricing model. The fair values of share rights without TSR based performance targets, (i.e. share rights with Cash EPS CAGR, economic profit and ROE performance targets), have been determined with reference to the share price at grant date and a discount rate reflecting the expected dividend yield over their vesting periods. Other significant assumptions include:     a risk free rate of return of 2.6%, applied to TSR-hurdled grants; a dividend yield on Westpac shares of 6.0%, applied to TSR and ROE-hurdled grants; volatility in Westpac’s TSR of 19.9%, applied to TSR-hurdled grants; and volatilities of, and correlation factors between, TSR of the comparator group and Westpac for TSR-hurdled grants. Note 38. Superannuation commitments Accounting policy The Group recognises an asset or a liability for its defined benefit schemes, being the net of the defined benefit obligations and the fair value of the schemes’ assets. The defined benefit obligation is calculated as the present value of the estimated future cash flows, discounted using high-quality long dated corporate bond rates. The superannuation expense is recognised in operating expenses and remeasurements are recognised through other comprehensive income. Critical accounting assumptions and estimates The actuarial valuation of plan obligations is dependent upon a series of assumptions, principally price inflation, salary growth, mortality, morbidity, discount rate and investment returns. Different assumptions could significantly alter the valuation of the plan assets and obligations and the superannuation cost recognised in the income statement. Notes to the financial statements Note 38. Superannuation commitments (continued) Westpac had the following defined benefit plans at 30 September 2018: Date of Last Actuarial Assessment of the Funding Status 30 June 2015 Name of Plan Westpac Group Plan (WGP)1 Westpac New Zealand Superannuation Scheme (WNZS) Westpac Banking Corporation UK Staff Superannuation Scheme Type Defined benefit and accumulation Defined benefit and accumulation Defined benefit Form of Benefit Indexed pension and lump sum lump sum lump sum Indexed pension and 30 June 2017 Indexed pension and 5 April 2015 Westpac UK Medical Benefits Defined benefit Medical benefits n/a (UKSS)1 Scheme The defined benefit sections of the schemes are closed to new members. The Group has no obligation beyond the annual contributions for the accumulation or defined contribution sections of the schemes. The WGP is the Group’s principal defined benefit plan and is managed and administered in accordance with the terms of its trust deed and relevant legislation in Australia. Its defined benefit liabilities are based on salary and length of membership for active members and inflation in the case of pensioners. The defined benefit schemes expose the Group to the following risks:       discount rate – reductions in the discount rate would increase the present value of the future payments; inflation rate – increases in the inflation rate would increase the payments to pensioners; investment risk – lower investment returns would increase the contributions needed to offset the shortfall;  mortality risk – members may live longer than expected extending the cash flows payable by the Group; and legislative risk – legislative changes could be made which increase the cost of providing defined benefits. Investment risk is managed by setting benchmarks for the allocation of plan assets between asset classes. The long-term investment strategy will often adopt relatively high levels of equity investment in order to: secure attractive long term investment returns; and provide an opportunity for capital appreciation and dividend growth, which gives some protection against inflation. Funding recommendations for the WGP, WNZS and the UKSS are made based on triennial actuarial valuations. These valuations resulted in a funding surplus of $324 million for the year ended 30 September 2018 (2017: $315 million). Current contribution rates are as follows:  WGP – contributions are made to the WGP at the rate of 11.8% of members’ salaries;  WNZS – contributions are made to the WNZS at the rate of 12% of members’ salaries; and  UKSS – contributions are made to the UKSS at the rate of £1.05 million per year. Expected employer contributions for the year ended 30 September 2019 are $29 million. Contributions $m Employer contributions Member contributions Expense recognised $m Current service cost Net interest cost on net benefit liability Total defined benefit expense Consolidated Parent Entity 2018 2017 2018 2017 30 12 33 13 30 11 33 12 Consolidated Parent Entity 2018 2017 2016 2018 2017 37 1 38 42 8 50 43 7 50 37 - 37 41 7 48 1 The market price per share for the allocation is based on the five day volume-weighted average price up to the grant date. 1 The 2018 final actuarial assessment of the funding status for WGP and UKSS will be available in 2019. 256 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 257 Notes to the financial statements Note 37. Share-based payments (continued) (iv) Employee Share Plan (ESP) Allocation Number of of Shares Allocated Date Participants per Participant of Shares Allocated Market Price per Share1 Average Number Total Number 2018 2017 24 November 2017 25 November 2016 27,557 26,966 31 32 854,267 862,912 $31.80 $31.25 Total Fair Value $27,165,691 $26,966,000 The 2017 ESP award was satisfied through the purchase of shares on market. The liability accrued for the ESP at 30 September 2018 is $28 million (2017: $28 million) and is provided for as other employee benefits. (v) CEO plans (vi) Other plans Details of share-based payment arrangements held by the CEO, Brian Hartzer, which are on the same terms and conditions as described above for the relevant plan, are provided in the Remuneration report in Section 1. Westpac also provides plans for small, specialised parts of the Group. The benefits under these plans are directly linked to growth and performance of the relevant part of the business. The plans individually and in aggregate are not material to the Group in terms of expenses and dilution of earnings. The names of all persons who hold share options and/or rights currently on issue are entered in Westpac’s register of option holders which may be inspected at Link Market Services, Level 12, 680 George Street, Sydney, New South Wales. (vii) Fair value assumptions The fair values of share options and share rights have been independently calculated at their respective grant dates. The fair value of share rights with performance targets based on relative TSR takes into account the average TSR outcome determined using a Monte Carlo simulation pricing model. The fair values of share rights without TSR based performance targets, (i.e. share rights with Cash EPS CAGR, economic profit and ROE performance targets), have been determined with reference to the share price at grant date and a discount rate reflecting the expected dividend yield over their vesting periods. Other significant assumptions include: a risk free rate of return of 2.6%, applied to TSR-hurdled grants; a dividend yield on Westpac shares of 6.0%, applied to TSR and ROE-hurdled grants; volatility in Westpac’s TSR of 19.9%, applied to TSR-hurdled grants; and     volatilities of, and correlation factors between, TSR of the comparator group and Westpac for TSR-hurdled grants. Note 38. Superannuation commitments Accounting policy The Group recognises an asset or a liability for its defined benefit schemes, being the net of the defined benefit obligations and the fair value of the schemes’ assets. The defined benefit obligation is calculated as the present value of the estimated future cash flows, discounted using high-quality long dated corporate bond rates. The superannuation expense is recognised in operating expenses and remeasurements are recognised through other comprehensive income. Critical accounting assumptions and estimates The actuarial valuation of plan obligations is dependent upon a series of assumptions, principally price inflation, salary growth, mortality, morbidity, discount rate and investment returns. Different assumptions could significantly alter the valuation of the plan assets and obligations and the superannuation cost recognised in the income statement. Notes to the financial statements Note 38. Superannuation commitments (continued) Westpac had the following defined benefit plans at 30 September 2018: Name of Plan Westpac Group Plan (WGP)1 Westpac New Zealand Superannuation Scheme (WNZS) Westpac Banking Corporation UK Staff Superannuation Scheme (UKSS)1 Westpac UK Medical Benefits Scheme Type Defined benefit and accumulation Defined benefit and accumulation Defined benefit Form of Benefit Indexed pension and lump sum Indexed pension and lump sum Indexed pension and lump sum Date of Last Actuarial Assessment of the Funding Status 30 June 2015 30 June 2017 5 April 2015 Defined benefit Medical benefits n/a The defined benefit sections of the schemes are closed to new members. The Group has no obligation beyond the annual contributions for the accumulation or defined contribution sections of the schemes. The WGP is the Group’s principal defined benefit plan and is managed and administered in accordance with the terms of its trust deed and relevant legislation in Australia. Its defined benefit liabilities are based on salary and length of membership for active members and inflation in the case of pensioners. inflation rate – increases in the inflation rate would increase the payments to pensioners; discount rate – reductions in the discount rate would increase the present value of the future payments; The defined benefit schemes expose the Group to the following risks:    investment risk – lower investment returns would increase the contributions needed to offset the shortfall;  mortality risk – members may live longer than expected extending the cash flows payable by the Group; and  legislative risk – legislative changes could be made which increase the cost of providing defined benefits. Investment risk is managed by setting benchmarks for the allocation of plan assets between asset classes. The long-term investment strategy will often adopt relatively high levels of equity investment in order to:   provide an opportunity for capital appreciation and dividend growth, which gives some protection against inflation. secure attractive long term investment returns; and Funding recommendations for the WGP, WNZS and the UKSS are made based on triennial actuarial valuations. These valuations resulted in a funding surplus of $324 million for the year ended 30 September 2018 (2017: $315 million). Current contribution rates are as follows:  WGP – contributions are made to the WGP at the rate of 11.8% of members’ salaries;  WNZS – contributions are made to the WNZS at the rate of 12% of members’ salaries; and  UKSS – contributions are made to the UKSS at the rate of £1.05 million per year. Contributions $m Employer contributions Member contributions Consolidated 2018 2017 Parent Entity 2018 2017 3 30 12 33 13 30 11 33 12 Expected employer contributions for the year ended 30 September 2019 are $29 million. Expense recognised $m Current service cost Net interest cost on net benefit liability Total defined benefit expense Consolidated 2017 2018 37 1 38 42 8 50 2016 43 7 50 Parent Entity 2018 2017 37 - 37 41 7 48 1 The market price per share for the allocation is based on the five day volume-weighted average price up to the grant date. 1 The 2018 final actuarial assessment of the funding status for WGP and UKSS will be available in 2019. 256 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 257 Notes to the financial statements Note 38. Superannuation commitments (continued) Defined benefit balances recognised $m Benefit obligation at end of the year Fair value of plan assets at end of the year Net surplus/(deficit) Defined benefit surplus (Note 27) Defined benefit deficit (Note 29) Net surplus/(deficit) Consolidated 2018 2017 Parent Entity 2018 2017 2,314 2,378 2,284 2,289 2,239 2,319 2,209 2,227 64 89 (25) 64 5 48 (43) 5 80 89 (9) 80 18 48 (30) 18 The average duration of the defined benefit obligation is 11 years (2017: 11 years). Significant assumptions 2018 2017 Consolidated and Parent Entity Discount rate Salary increases Inflation rate (pensioners receive inflationary increases) Life expectancy of a 60-year-old male Life expectancy of a 60-year-old female Australian Overseas Australian Overseas Funds Funds Funds Funds 4.1% 2.6%-2.9% 4.2% 2.7%-3% 2.9% 3%-5% 3.0% 3%-5% 1.9% 2%-3.5% 2.0% 2%-3.5% 31.0 33.9 27.9-28.4 29.4-29.6 30.8 33.7 27.7-28.9 29.2-30.3 Sensitivity to changes in significant assumptions The table below shows the impact of changes in assumptions on the defined benefit obligation for the WGP. No reasonably possible changes in the assumptions of the Group’s other defined benefit plans would have a material impact on the defined benefit obligation. Change in assumption 0.5% decrease in discount rate 0.5% increase in annual salary increases 0.5% increase in inflation rate (pensioners receive inflationary increases) 1 year increase in life expectancy Asset allocation Consolidated and Parent Entity % Cash Equity instruments Debt instruments Property Other Assets Total Increase in obligation 2017 2018 120 8 111 38 116 10 106 29 2018 2017 Australian Overseas Australian Overseas Funds Funds Funds Funds 5% 45% 28% 10% 12% 100% 2% 7% 80% 1% 10% 100% 4% 44% 29% 10% 13% 100% 2% 13% 65% 10% 10% 100% Equity and debt instruments are mainly quoted assets while property and other assets are mainly unquoted. Other assets include infrastructure funds and private equity funds. 258 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 259 Notes to the financial statements Note 39. Auditor’s remuneration The fees payable to the auditor, PricewaterhouseCoopers (PwC), and overseas firms belonging to the PwC network of firms OTHER were: $'000 Audit and audit-related fees Audit fees PwC Australia Overseas PwC network firms Total audit fees Audit-related fees PwC Australia Overseas PwC network firms Total audit-related fees Total audit and audit-related fees Overseas PwC network firms Tax fees PwC Australia Total tax fees Other fees PwC Australia Overseas PwC network firms Total other fees Total audit and non-audit fees Consolidated Parent Entity 2018 2017 2018 2017 19,999 17,886 19,967 17,833 3,338 3,225 68 852 23,337 21,111 20,035 18,685 2,316 3,938 2,224 3,739 117 68 - 65 2,433 4,006 2,224 3,804 25,770 25,117 22,259 22,489 169 - 169 5 8 13 49 - 49 1,581 1,853 1,501 - 90 - 1,581 1,943 1,501 1,002 27,520 27,073 23,809 23,491 - - - 912 90 Fees payable to the auditor have been categorised as follows: Audit The year end audit, half-year review and comfort letters associated with debt issues and capital raisings. Audit-related Tax Other Consultations regarding accounting standards and reporting requirements, regulatory compliance reviews and assurance related to debt and capital offerings. Tax compliance and tax advisory services. Various services including systems assurance, compliance advice and controls reviews. It is Westpac’s policy to engage PwC on assignments additional to their statutory audit duties only if their independence is not impaired or seen to be impaired and where their expertise and experience with Westpac is important. All services were approved by the Audit Committee in accordance with the pre-approval policy and procedures. PwC also received fees of $7.5 million (2017: $6.0 million) for various entities which are related to Westpac but not consolidated. These non-consolidated entities include entities sponsored by the Group, trusts of which a Westpac Group entity is trustee, manager or responsible entity, superannuation funds and pension funds. Notes to the financial statements Note 38. Superannuation commitments (continued) Defined benefit balances recognised $m Benefit obligation at end of the year Fair value of plan assets at end of the year Net surplus/(deficit) Defined benefit surplus (Note 27) Defined benefit deficit (Note 29) Net surplus/(deficit) Significant assumptions Consolidated and Parent Entity Discount rate Salary increases Inflation rate (pensioners receive inflationary increases) Life expectancy of a 60-year-old male Life expectancy of a 60-year-old female Sensitivity to changes in significant assumptions The average duration of the defined benefit obligation is 11 years (2017: 11 years). 0.5% increase in inflation rate (pensioners receive inflationary increases) benefit obligation. Change in assumption 0.5% decrease in discount rate 0.5% increase in annual salary increases 1 year increase in life expectancy Asset allocation Consolidated and Parent Entity % Cash Equity instruments Debt instruments Property Other Assets Total Consolidated Parent Entity 2018 2017 2018 2,314 2,378 2,284 2,289 2,239 2,319 64 89 (25) 64 5 48 (43) 5 80 89 (9) 80 2017 2,209 2,227 18 48 (30) 18 2018 2017 Australian Overseas Australian Overseas Funds Funds Funds Funds 4.1% 2.6%-2.9% 4.2% 2.7%-3% 2.9% 3%-5% 3.0% 3%-5% 1.9% 2%-3.5% 2.0% 2%-3.5% 31.0 27.9-28.4 33.9 29.4-29.6 30.8 33.7 27.7-28.9 29.2-30.3 Increase in obligation 2018 2017 120 8 111 38 116 10 106 29 2018 2017 Australian Overseas Australian Overseas Funds Funds Funds Funds 5% 45% 28% 10% 12% 100% 2% 7% 80% 1% 10% 100% 4% 44% 29% 10% 13% 2% 13% 65% 10% 10% 100% 100% The table below shows the impact of changes in assumptions on the defined benefit obligation for the WGP. No reasonably possible changes in the assumptions of the Group’s other defined benefit plans would have a material impact on the defined Equity and debt instruments are mainly quoted assets while property and other assets are mainly unquoted. Other assets include infrastructure funds and private equity funds. Notes to the financial statements OTHER Note 39. Auditor’s remuneration The fees payable to the auditor, PricewaterhouseCoopers (PwC), and overseas firms belonging to the PwC network of firms were: $'000 Audit and audit-related fees Audit fees PwC Australia Overseas PwC network firms Total audit fees Audit-related fees PwC Australia Overseas PwC network firms Total audit-related fees Total audit and audit-related fees Tax fees PwC Australia Overseas PwC network firms Total tax fees Other fees PwC Australia Overseas PwC network firms Total other fees Total audit and non-audit fees Consolidated 2018 2017 Parent Entity 2018 2017 19,999 17,886 19,967 17,833 3,338 3,225 68 852 23,337 21,111 20,035 18,685 2,316 3,938 2,224 3,739 117 68 - 65 2,433 4,006 2,224 3,804 25,770 25,117 22,259 22,489 169 - 169 5 8 13 49 - 49 1,581 1,853 1,501 - 90 - - - - 912 90 1,581 27,520 1,943 27,073 1,501 23,809 1,002 23,491 Fees payable to the auditor have been categorised as follows: Audit The year end audit, half-year review and comfort letters associated with debt issues and capital raisings. Audit-related Consultations regarding accounting standards and reporting requirements, regulatory compliance reviews and assurance related to debt and capital offerings. Tax Other Tax compliance and tax advisory services. Various services including systems assurance, compliance advice and controls reviews. It is Westpac’s policy to engage PwC on assignments additional to their statutory audit duties only if their independence is not impaired or seen to be impaired and where their expertise and experience with Westpac is important. All services were approved by the Audit Committee in accordance with the pre-approval policy and procedures. 3 PwC also received fees of $7.5 million (2017: $6.0 million) for various entities which are related to Westpac but not consolidated. These non-consolidated entities include entities sponsored by the Group, trusts of which a Westpac Group entity is trustee, manager or responsible entity, superannuation funds and pension funds. 258 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 259 Managing Director & Chief Executive Officer Latest Date of Exercise Brian Hartzer Ranges from 1 October 2024 to 1 October 2032 Group Executives Lyn Cobley Brad Cooper David Curran George Frazis Peter King David Lees Rebecca Lim David Linberg Carolyn McCann David McLean Christine Parker Gary Thursby Ranges from 1 October 2030 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2018 to 1 October 2030 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2022 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Former Group Executive Alexandra Holcomb Ranges from 1 October 2024 to 1 October 2032 292,576 Further details of the equity holdings of KMP are included in the Remuneration report in Section 1. 25,562 23.40 767,080 261,846 329,216 288,436 300,880 314,259 31,402 144,092 254,369 42,816 295,136 240,311 154,553 - - - - - - - - - - - - - n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a Notes to the financial statements Note 40. Related party disclosures Related parties Westpac’s related parties are those it controls or can exert significant influence over. Examples include subsidiaries, associates, joint ventures and superannuation plans as well as key management personnel and their related parties. Key management personnel (KMP) Key management personnel are those who, directly or indirectly, have authority and responsibility for planning, directing and controlling the activities of Westpac. This includes all Executive and Non-Executive Directors. Notes to the financial statements Note 40. Related party disclosures (continued) Options and share rights holdings For compliance with SEC disclosure requirements, the following table sets out certain details of the performance options, performance share rights and unhurdled share rights held at 30 September 2018 by the CEO and other key management personnel (including their related parties): Number of Number Exercise Price Share Rights of Options of Options Parent Entity Westpac Banking Corporation is the ultimate parent company of the Group. Subsidiaries - Note 35 The Parent Entity has the following related party transactions and balances with subsidiaries: Type of transaction/balance Balances due to / from subsidiaries Dividend income / Transactions with subsidiaries Interest income and Interest expense Tax consolidated group transactions and undertakings Guarantees and undertakings Details disclosed in Balance Sheet Note 4 Note 3 Note 7 Note 31 The balances due to / from subsidiaries include a wide range of banking and other financial facilities. The terms and conditions of related party transactions between the Parent Entity and subsidiaries are sometimes different to commercial terms and conditions. Related party transactions between the Parent Entity and subsidiaries eliminate on consolidation. Associates - Note 35 The Group provides a wide range of banking and other financial facilities and funds management activities to its associates on commercial terms and conditions. Superannuation plans The Group contributed $348 million (2017: $329 million) to defined contribution plans and $30 million to defined benefit plans (2017: $33 million; refer to Note 38). Remuneration of KMP Total remuneration of the KMP was: $ Consolidated 2018 2017 Parent Entity 2018 2017 Short-term Post Employment Benefits Benefits Other Long-term Benefits Termination Share-based Payments Benefits Total 23,210,820 25,048,403 21,807,008 23,859,466 618,631 621,606 537,187 545,524 297,495 156,590 297,495 156,590 - - - - 16,086,623 40,213,569 16,106,111 41,932,710 15,301,417 15,268,712 37,943,107 39,830,292 Other transactions with KMP KMP receive personal banking and financial investment services from the Group in the ordinary course of business. The terms and conditions, for example interest rates and collateral, and the risks to Westpac are comparable to transactions with other employees and did not involve more than the normal risk of repayment or present other unfavourable features. Details of loans provided and the related interest charged to KMP and their related parties are as follows: $ 2018 2017 Interest Payable for the Year Closing Loan Balance Number of KMP with Loans 650,969 739,466 17,498,526 15,290,320 13 9 Further details of the KMP’s remuneration, share rights and options and other transactions with KMP are included in the Remuneration report in Section 1. 260 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 261 The Group provides a wide range of banking and other financial facilities and funds management activities to its associates on Further details of the equity holdings of KMP are included in the Remuneration report in Section 1. Former Group Executive Alexandra Holcomb Ranges from 1 October 2024 to 1 October 2032 292,576 Notes to the financial statements Note 40. Related party disclosures (continued) Options and share rights holdings For compliance with SEC disclosure requirements, the following table sets out certain details of the performance options, performance share rights and unhurdled share rights held at 30 September 2018 by the CEO and other key management personnel (including their related parties): Number of Share Rights Number of Options Exercise Price of Options Managing Director & Chief Executive Officer Brian Hartzer Ranges from 1 October 2024 to 1 October 2032 Latest Date of Exercise Group Executives Lyn Cobley Brad Cooper David Curran George Frazis Peter King David Lees Rebecca Lim David Linberg Carolyn McCann David McLean Christine Parker Gary Thursby Ranges from 1 October 2030 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2018 to 1 October 2030 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2022 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 Ranges from 1 October 2024 to 1 October 2032 767,080 261,846 329,216 288,436 300,880 314,259 31,402 144,092 254,369 42,816 295,136 240,311 154,553 - - - - - - n/a n/a n/a n/a n/a n/a 25,562 23.40 - - - - - - - n/a n/a n/a n/a n/a n/a n/a 3 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 261 Notes to the financial statements Note 40. Related party disclosures Related parties Westpac’s related parties are those it controls or can exert significant influence over. Examples include subsidiaries, associates, joint ventures and superannuation plans as well as key management personnel and their related parties. Key management personnel (KMP) Key management personnel are those who, directly or indirectly, have authority and responsibility for planning, directing and controlling the activities of Westpac. This includes all Executive and Non-Executive Directors. Westpac Banking Corporation is the ultimate parent company of the Group. Parent Entity Subsidiaries - Note 35 The Parent Entity has the following related party transactions and balances with subsidiaries: Type of transaction/balance Balances due to / from subsidiaries Details disclosed in Balance Sheet Dividend income / Transactions with subsidiaries Interest income and Interest expense Tax consolidated group transactions and undertakings Guarantees and undertakings Note 4 Note 3 Note 7 Note 31 The balances due to / from subsidiaries include a wide range of banking and other financial facilities. The terms and conditions of related party transactions between the Parent Entity and subsidiaries are sometimes different to commercial terms and conditions. Related party transactions between the Parent Entity and subsidiaries eliminate on consolidation. Associates - Note 35 commercial terms and conditions. Superannuation plans (2017: $33 million; refer to Note 38). Remuneration of KMP Total remuneration of the KMP was: The Group contributed $348 million (2017: $329 million) to defined contribution plans and $30 million to defined benefit plans Consolidated Parent Entity $ 2018 2017 2018 2017 Short-term Post Employment Other Long-term Termination Share-based Benefits Benefits Benefits Benefits Payments Total 23,210,820 25,048,403 21,807,008 23,859,466 618,631 621,606 537,187 545,524 297,495 156,590 297,495 156,590 - - - - 16,086,623 40,213,569 16,106,111 41,932,710 15,301,417 15,268,712 37,943,107 39,830,292 Other transactions with KMP KMP receive personal banking and financial investment services from the Group in the ordinary course of business. The terms and conditions, for example interest rates and collateral, and the risks to Westpac are comparable to transactions with other employees and did not involve more than the normal risk of repayment or present other unfavourable features. Details of loans provided and the related interest charged to KMP and their related parties are as follows: Interest Payable Closing Loan Number of KMP for the Year Balance with Loans 650,969 739,466 17,498,526 15,290,320 13 9 Further details of the KMP’s remuneration, share rights and options and other transactions with KMP are included in the Remuneration report in Section 1. $ 2018 2017 260 Notes to the financial statements Note 41. Notes to the cash flow statements Accounting policy Cash and cash equivalents includes cash held at branches and in ATMs, balances with overseas banks in their local currency and balances with central banks including accounts with the RBA and accounts with overseas central banks. Reconciliation of net cash provided by/(used in) operating activities to net profit for the year is set out below: $m Net profit for the year Adjustments: Depreciation, amortisation and impairment Impairment charges Net (decrease)/increase in current and deferred tax (Increase)/decrease in accrued interest receivable (Decrease)/increase in accrued interest payable (Decrease)/increase in provisions1 Other non-cash items1 Cash flows from operating activities before changes in Consolidated 2017 2018 2016 Parent Entity 2018 2017 8,099 7,997 7,460 8,144 7,843 1,144 889 (96) (83) 241 289 332 1,269 1,021 (34) (75) 148 219 1,228 1,261 (285) 25 (47) (68) (419) (331) 952 820 (598) (74) 217 294 420 1,122 991 (572) (81) 154 28 219 operating assets and liabilities 10,815 10,126 9,243 10,175 9,704 Net (increase)/decrease in derivative financial instruments 8,584 (5,042) (5,107) 8,263 (5,378) Net (increase)/decrease in life insurance assets and liabilities (230) 219 (253) - - (Increase)/decrease in other operating assets: Total equity attributable to owners of Westpac Banking Corporation Trading securities and financial assets designated at fair value 3,827 (5,054) 6,755 3,150 (5,194) Loans Receivables due from other financial institutions Regulatory deposits with central banks overseas Other assets (Decrease)/increase in other operating liabilities: (24,740) (26,815) (38,082) (23,661) (27,677) 1,678 2,653 (303) 160 308 200 (896) (209) (476) 987 (299) 210 1,817 294 136 Other financial liabilities at fair value through income statement 243 (681) (4,488) 261 (325) Deposits and other borrowings Payables due to other financial institutions Other liabilities Net cash provided by/(used in) operating activities 23,928 23,062 38,771 20,783 22,518 (4,072) (88) 19,802 3,859 (15) 2,820 (73) (4,396) 3,792 312 5,497 (196) 15,277 78 (235) Note 41. Notes to the cash flow statements (continued) Details of the assets and liabilities over which control ceased Details of the entities over which control ceased are provided in Note 35. Notes to the financial statements $m Assets: Loans Cash and balances with central banks Available-for-sale securities Regulatory deposits with central banks overseas Property and equipment Deferred tax assets Intangible assets Other assets Total assets Liabilities: Deposits and other borrowings Current tax liabilities Provisions Other liabilities Total liabilities Cash proceeds (net of transaction costs) Total consideration Reserves recycled to income statement Gain/(loss) on disposal Reconciliation of cash proceeds from disposal Cash proceeds received (net of transaction costs) Less: Cash deconsolidated Non-cash financing activities $m Shares issued under the dividend reinvestment plan Shares issued from the conversion of Westpac CPS Cash consideration (paid)/received (net of transaction costs and cash held) Consolidated Parent Entity 2018 2017 2016 2018 2017 10 - - - 2 4 15 5 36 - - 2 3 5 31 19 19 3 (9) 19 (10) 9 - - - - - - - - - - - - - - - - - - - - - - 138 1 132 5 3 1 1 27 308 264 2 1 6 273 35 34 34 2 1 34 (138) (104) - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Consolidated Parent Entity 2018 2017 2016 2018 631 566 1,452 726 - - 631 566 2017 1,452 - On 13 March 2018, 6,233,643 Westpac CPS were converted to Westpac Capital Notes 5 for a total value of $623 million. On 3 April 2018, the remaining $566 million of Westpac CPS were transferred to the Westpac CPS nominated party for $100 each. Following the transfer, those remaining Westpac CPS were converted into 19,189,765 ordinary shares. Restricted cash and nil for the Parent Entity (2017: nil). The amount of cash and cash equivalents not available for use at 30 September 2018 was nil (2017: $38 million) for the Group 1 Comparatives have been revised for consistency. 262 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 263 Note 41. Notes to the cash flow statements (continued) Details of the assets and liabilities over which control ceased Details of the entities over which control ceased are provided in Note 35. Notes to the financial statements $m Assets: Cash and balances with central banks Available-for-sale securities Loans Regulatory deposits with central banks overseas Property and equipment Deferred tax assets Intangible assets Other assets Total assets Liabilities: Deposits and other borrowings Current tax liabilities Provisions Other liabilities Total liabilities (Increase)/decrease in other operating assets: Total equity attributable to owners of Westpac Banking Corporation Cash proceeds (net of transaction costs) Total consideration Reserves recycled to income statement Gain/(loss) on disposal Reconciliation of cash proceeds from disposal Cash proceeds received (net of transaction costs) Less: Cash deconsolidated Cash consideration (paid)/received (net of transaction costs and cash held) Non-cash financing activities Consolidated 2018 2017 2016 Parent Entity 2018 2017 10 - - - 2 4 15 5 36 - - 2 3 5 31 19 19 3 (9) 19 (10) 9 - - - - - - - - - - - - - - - - - - - - - - 138 1 132 5 3 1 1 27 308 264 2 1 6 273 35 34 34 2 1 34 (138) (104) - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Notes to the financial statements Note 41. Notes to the cash flow statements Accounting policy Cash and cash equivalents includes cash held at branches and in ATMs, balances with overseas banks in their local currency and balances with central banks including accounts with the RBA and accounts with overseas central banks. Reconciliation of net cash provided by/(used in) operating activities to net profit for the year is set out below: $m Net profit for the year Adjustments: Depreciation, amortisation and impairment Impairment charges Net (decrease)/increase in current and deferred tax (Increase)/decrease in accrued interest receivable (Decrease)/increase in accrued interest payable (Decrease)/increase in provisions1 Other non-cash items1 Cash flows from operating activities before changes in Loans Other assets Receivables due from other financial institutions Regulatory deposits with central banks overseas (Decrease)/increase in other operating liabilities: Deposits and other borrowings Payables due to other financial institutions Other liabilities operating assets and liabilities 10,815 10,126 9,243 10,175 9,704 Net (increase)/decrease in derivative financial instruments 8,584 (5,042) (5,107) 8,263 (5,378) Net (increase)/decrease in life insurance assets and liabilities (230) 219 (253) - - Trading securities and financial assets designated at fair value 3,827 (5,054) 6,755 3,150 (5,194) Other financial liabilities at fair value through income statement 243 (681) (4,488) 261 (325) Consolidated Parent Entity 2018 2017 2016 2018 2017 8,099 7,997 7,460 8,144 7,843 1,144 889 (96) (83) 241 289 332 1,269 1,021 (34) (75) 148 219 1,228 1,261 (285) 25 (47) (68) (419) (331) 952 820 (598) (74) 217 294 420 1,122 991 (572) (81) 154 28 219 (24,740) (26,815) (38,082) (23,661) (27,677) 1,678 2,653 (303) 160 308 200 (896) (209) (476) 987 (299) 210 1,817 294 136 23,928 23,062 38,771 20,783 22,518 (4,072) 3,859 (88) (15) (73) 312 (4,396) 3,792 (196) 78 (235) Net cash provided by/(used in) operating activities 19,802 2,820 5,497 15,277 Consolidated $m Shares issued under the dividend reinvestment plan Shares issued from the conversion of Westpac CPS 2018 631 566 2017 1,452 2016 726 - - 566 Parent Entity 2018 631 2017 1,452 - On 13 March 2018, 6,233,643 Westpac CPS were converted to Westpac Capital Notes 5 for a total value of $623 million. On 3 April 2018, the remaining $566 million of Westpac CPS were transferred to the Westpac CPS nominated party for $100 each. Following the transfer, those remaining Westpac CPS were converted into 19,189,765 ordinary shares. 3 Restricted cash The amount of cash and cash equivalents not available for use at 30 September 2018 was nil (2017: $38 million) for the Group and nil for the Parent Entity (2017: nil). 1 Comparatives have been revised for consistency. 262 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 263 Notes to the financial statements Note 42. Subsequent events No other matters have arisen since the year ended 30 September 2018 which is not otherwise dealt with in this report, that has significantly affected or may significantly affect the operations of the Group, the results of its operations or the state of affairs of the Group in subsequent periods. Statutory statements Directors’ declaration In the Directors’ opinion: a. the financial statements and notes set out in ‘Section 3 – Financial report for the year ended 30 September 2018’ are in accordance with the Corporations Act 2001, including: i. complying with Australian Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and ii. giving a true and fair view of Westpac Banking Corporation and the Group’s financial position as at 30 September 2018 and of their performance for the financial year ended on that date; and b. there are reasonable grounds to believe that Westpac will be able to pay its debts as and when they become due and payable. Note 1(a) includes a statement that the financial report also complies with International Financial Reporting Standards as issued by the International Accounting Standards Board. The Directors have been given the declaration by the Chief Executive Officer and the Chief Financial Officer required by section 295A of the Corporations Act 2001. This declaration is made in accordance with a resolution of the Directors. For and on behalf of the Board. Lindsay Maxsted Chairman Sydney 5 November 2018 Brian Hartzer Managing Director & Chief Executive Officer 264 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 265 Notes to the financial statements Note 42. Subsequent events No other matters have arisen since the year ended 30 September 2018 which is not otherwise dealt with in this report, that has significantly affected or may significantly affect the operations of the Group, the results of its operations or the state of affairs of the Group in subsequent periods. Statutory statements Directors’ declaration In the Directors’ opinion: a. the financial statements and notes set out in ‘Section 3 – Financial report for the year ended 30 September 2018’ are in accordance with the Corporations Act 2001, including: i. complying with Australian Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and ii. giving a true and fair view of Westpac Banking Corporation and the Group’s financial position as at 30 September 2018 and of their performance for the financial year ended on that date; and b. there are reasonable grounds to believe that Westpac will be able to pay its debts as and when they become due and payable. Note 1(a) includes a statement that the financial report also complies with International Financial Reporting Standards as issued by the International Accounting Standards Board. The Directors have been given the declaration by the Chief Executive Officer and the Chief Financial Officer required by section 295A of the Corporations Act 2001. This declaration is made in accordance with a resolution of the Directors. For and on behalf of the Board. Lindsay Maxsted Chairman Sydney 5 November 2018 Brian Hartzer Managing Director & Chief Executive Officer 3 264 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 265 Statutory statements Management’s report on internal control over financial reporting The following report is required by rules of the US Securities and Exchange Commission. The management of Westpac is responsible for establishing and maintaining adequate internal control over financial reporting for Westpac as defined in Rule 13a – 15 (f) under the Securities Exchange Act of 1934, as amended. Westpac’s internal control system is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with applicable accounting standards. Westpac’s internal control over financial reporting includes policies and procedures that: pertain to the maintenance of records that in reasonable detail accurately reflect the transactions and dispositions of the assets of Westpac and its consolidated entities; provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with applicable accounting standards, and that receipts and expenditures of Westpac are being made only in accordance with authorizations of management and directors of Westpac and its consolidated entities; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the assets of Westpac and its consolidated entities that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Westpac management, with the participation of the CEO and CFO, assessed the effectiveness of Westpac’s internal control over financial reporting as of 30 September 2018 based on the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in its 2013 Internal Control-Integrated Framework. Based on this assessment, management has concluded that Westpac’s internal control over financial reporting as of 30 September 2018 was effective. The effectiveness of Westpac’s internal control over financial reporting as of 30 September 2018 has been audited by PricewaterhouseCoopers, an independent registered public accounting firm, as stated in their report which is included herein. Statutory statements 266 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 267 Statutory statements Management’s report on internal control over financial reporting The following report is required by rules of the US Securities and Exchange Commission. The management of Westpac is responsible for establishing and maintaining adequate internal control over financial reporting for Westpac as defined in Rule 13a – 15 (f) under the Securities Exchange Act of 1934, as amended. Westpac’s internal control system is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with applicable accounting standards. Westpac’s internal control over financial reporting includes policies and procedures that: pertain to the maintenance of records that in reasonable detail accurately reflect the transactions and dispositions of the assets of Westpac and its consolidated entities; provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with applicable accounting standards, and that receipts and expenditures of Westpac are being made only in accordance with authorizations of management and directors of Westpac and its consolidated entities; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the assets of Westpac and its consolidated entities that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Westpac management, with the participation of the CEO and CFO, assessed the effectiveness of Westpac’s internal control over financial reporting as of 30 September 2018 based on the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in its 2013 Internal Control-Integrated Framework. Based on this assessment, management has concluded that Westpac’s internal control over financial reporting as of 30 September 2018 was effective. The effectiveness of Westpac’s internal control over financial reporting as of 30 September 2018 has been audited by PricewaterhouseCoopers, an independent registered public accounting firm, as stated in their report which is included herein. Statutory statements Independent auditor’s report to the members of Westpac Banking Corporation Report on the audit of the financial report Our opinion In our opinion the accompanying financial report of Westpac Banking Corporation (the Parent Entity) and its controlled entities (together the Group) is in accordance with the Corporations Act 2001, including: (a) giving a true and fair view of the Parent Entity’s and the Group's financial positions as at 30 September 2018 and of their financial performance for the year then ended (b) complying with Australian Accounting Standards and the Corporations Regulations 2001. What we have audited The accompanying Parent Entity and Group financial report comprises:        the Consolidated and Parent Entity balance sheets as at 30 September 2018 the Consolidated and Parent Entity income statements for the year then ended the Consolidated and Parent Entity statements of comprehensive income for the year then ended the Consolidated and Parent Entity statements of changes in equity for the year then ended the Consolidated and Parent Entity cash flow statements for the year then ended, and the notes to the financial statements, which include a summary of significant accounting policies the directors’ declaration. 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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independence We are independent of the Parent Entity and 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 (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. Our audit approach for the Group An audit is designed to provide reasonable assurance about whether the financial report is free from material misstatement. Misstatements may arise due to fraud or error. They are considered material if individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial report. PricewaterhouseCoopers, ABN 52 780 433 757 One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001 T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au Liability limited by a scheme approved under Professional Standards Legislation. 3 266 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 267 Statutory statements Statutory statements Materiality for the Group audit  For the purpose of our audit we used overall Group materiality of $576 million, which represents approximately 5% of the Group’s profit before tax.  We applied this threshold, together with qualitative considerations, to determine the scope of our audit and the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements on the financial report as a whole.  We chose Group profit before tax because it is a key financial statement metric and, in our view, it is the benchmark against which the performance of the Group is commonly measured.  We utilised a 5% threshold based on our professional judgement, noting it is within the range of commonly accepted profit-related thresholds. Audit scope for the Group audit  We focused our audit where the Group made significant judgements; for example, significant accounting estimates involving assumptions and inherently uncertain future events.  We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial report as a whole, taking into account the following factors: the geographic and management structure of the Group; the significance and risk profile of each division within the Group; the Group’s accounting processes and controls; and the financial services industry and broader economies in which the Group operates. We also ensured that the audit team included the appropriate skills and competencies which are needed for the audit of a complex banking group. This included industry expertise in consumer, business and institutional banking and wealth management services, as well as specialists and experts in IT, actuarial, tax and valuation.  We conducted an audit of the most financially significant operations, being the Consumer Bank, Business Bank and Westpac Institutional Bank divisions. For the purpose of our audit, the Group’s treasury operations are included in the Westpac Institutional Bank division, given the commonality in systems and controls. In addition, we performed audit procedures over specified financial statement line items in relation to the Westpac New Zealand, BT Financial Group (Australia) divisions and the Group Businesses.  Further audit procedures were performed over the remaining balances and the consolidation process, including substantive and analytical procedures. The work carried out in these divisions, together with those additional procedures performed at the Group level, gave us sufficient coverage to express an opinion on the financial report as a whole. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report for the current period. The key audit matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Further, any commentary on the outcomes of a particular audit procedure is made in that context. The key audit matters identified below relate to both the Parent Entity and Group audit. 268 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 269 Statutory statements Statutory statements Key audit matter How our audit addressed the key audit matter Provisions for impairment charges (Refer to Note 14 of the financial statements) We focused on provisions for impairment charges on loans because of the subjective and complex judgements made by the Group in determining the necessity for, and then estimating the size of, impairment provisions for loans. Provisions for impairment charges on loans that exceed specific thresholds are individually assessed by the Group with reference to the estimated future cash repayments and proceeds from the realisation of collateral held by the Group in respect of those loans. If an individually assessed loan is not impaired, it is included in a group of loans with similar risk characteristics and, along with those loans below the specific thresholds noted above, is collectively assessed on a portfolio basis using internal models developed by the Group. Key elements in the provisioning for impairment charges on loans include: • • the identification of impaired loans, and the cash flow forecasts (including the expected realisable value of any collateral held) supporting the calculation of individually assessed provisions; and the application of impairment models used in the collectively assessed provision calculations, the appropriateness of the key assumptions used in the impairment models, the probability of default (PD) and the loss given default (LGD) factors. Given the high level of subjectivity involved in estimating loan impairment provisions, we consider whether the calculations and underlying assumptions are consistent with those applied in the previous year, or that any changes are appropriate in the circumstances. We assessed the design and tested the operating effectiveness of key controls over the provisions for impairment charges on loans. Key controls included: • governance, including the continuous re- assessment by the Group that the impairment models are operating in a way which is appropriate for the credit risks in the Group’s loan portfolios; • controls over the timely identification of deterioration in credit quality of individual loans; • controls inherent in the IT systems that manage and transfer the data between underlying source systems and the impairment models; and • the review and approval process for the outputs of the impairment models, and the adjustments and economic overlays that are applied to the modelled outputs. Our work over the provisions for impairment charges on loans included: • for selected portfolios recalculated the collective provision using the key assumptions in the model, such as PDs and LGD; • performed analyses on key assumptions related to the collective provision; • • for a sample of individually assessed loans not identified as impaired, considered the latest financial information provided to the Group, to test the Credit Risk Grade rating that has been allocated to the borrower. We also inspected the valuation of collateral (where applicable) to test the LGD factor applied; and for a sample of individually assessed loans identified as impaired, considered the latest financial information, valuation of collateral, and independent expert advice (where available) provided to the Group, to test the basis of measuring the individually assessed provision. 3 268 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 269 Statutory statements Statutory statements Key audit matter How our audit addressed the key audit matter AASB 9 Financial Instruments (Refer to Note 1 of the financial statements) On 1 October 2018 the Group transitioned to financial instruments accounting standard AASB 9 which replaced AASB 139. The estimated transition impact, net of deferred tax, in the period of initial application is disclosed in Note 1 to the financial statements according with AASB 108. AASB 9 introduces an expected credit loss (‘ECL’) model which takes into account forward-looking information reflecting the Group’s view on potential future economic events. Given this is a new and complex accounting standard which requires considerable judgement to estimate ECL provisions against financial instruments, we considered the transition impact disclosure to be a key audit matter. Key elements in the provisioning for impairment charges on loans under AASB 9 include: • • • • the judgments applied in determining exposures that have a significant increase in credit risk; judgments in setting the assumptions used in the ECL models, such as estimating forward looking probability of default (PD), loss given default (LGD) of financial instruments and macro- economic scenarios and their weightings; judgments over the use of data inputs required by the models; and overlays added to reflect emerging trends or particular situations which are not otherwise captured by the impairment models. We assessed the design and tested the operating effectiveness of key controls over the Group’s estimate of the transition impact. Key controls included: • governance over the development, validation and approval of the Group’s ECL models to assess compliance with AASB 9; • • • review and approval of key judgements, assumptions and forward looking information used in the ECL models; interfaces and reconciliations over transfer of data inputs from source systems to the models; and review and approval of ECL model outputs, overlays and disclosures of the transition impact. Our work over a sample of ECL models included: • assessment of the methodology inherent within the models against the requirements of AASB 9 • assessment of key assumptions in the ECL models, including staging, PD and LGD. This included using credit modelling specialists in our assessment; • assessment of economic information used within, and weightings applied to, forward looking scenarios; • • • testing the accuracy and completeness of data inputs by testing reconciliations between source systems and the ECL models; testing accuracy by sampling data inputs used in the ECL models to source systems; recalculation of the ECL for a sample using the key assumptions in the models, such as PD and LGD; and • assessment of whether the overlays were appropriate. We assessed the appropriateness of the Group’s transition disclosure in the financial statements. 270 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 271 Statutory statements Statutory statements Key audit matter How our audit addressed the key audit matter Fair values of financial assets and financial liabilities (Refer to Note 23 of the financial statements) Financial instruments held by the Group at fair value include derivative assets and liabilities, trading securities, available-for-sale securities, life insurance assets and liabilities, various debt instruments and some other assets and liabilities designated at fair value. The Group’s financial instruments are predominantly valued using quoted market prices (‘Level 1’) or market observable prices (‘Level 2’). The balances of ‘Level 3’ or ‘hard to value’ instruments remained similar to the prior year and significantly less than Level 1 and Level 2 instruments. There are two factors that led to our focus on this area. First, the magnitude of financial instruments held at fair value is material. Second, judgement and inherent complexity is involved in estimating the fair value of financial instruments. Level 2 financial instruments are more difficult to value, and tend to rely upon models that use observable inputs to calculate the fair value of the instrument. Inputs to these models include interest rates and yield curves, implied volatilities and foreign exchange rates. We assessed the design and tested the operating effectiveness of key controls over the valuation of financial instruments held at fair value. Key controls included: • governance mechanisms and monitoring over the valuation processes, including over derivative valuation adjustments; • controls to ensure valuation models remain fit- for-purpose (‘model validation’); • unit pricing controls and confirmations with external custodians; • controls to validate that inputs to valuations are relevant and reliable; • controls inherent in the IT systems that manage and transfer the data between underlying source systems and the valuation models; • controls to independently validate valuations produced by the front office; and • controls to approve new products. For a sample of financial instruments, our work included: • • independently gathering pricing for instruments where market data existed and assessing any significant differences in the prices to the Group’s prices; and independently modelling instruments’ fair values, including testing key inputs to selected models. This involved sourcing independent inputs from market data providers, and using our valuation models. We considered variances where appropriate to assess whether a systemic bias or error was apparent. In those instances where external information supporting valuations was limited, we sought other information which, while not always directly comparable, might be indicative of appropriate valuation. 3 270 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 271 Statutory statements Statutory statements Key audit matter How our audit addressed the key audit matter Operation of IT systems and controls The Group is heavily dependent on complex IT systems for the processing and recording of significant volumes of transactions. We focused on this area because a significant number of the key financial controls we seek to rely on in our audit are related to IT systems and automated controls. In particular, in common with all banks, access rights to technology are important because they are intended to ensure that changes to applications and data are appropriately authorised. Ensuring staff have appropriate access to IT systems, and that access is monitored, are key controls in mitigating the potential for fraud or error as a result of a change to an application or underlying data. For significant financial statement balances we developed an understanding of the business processes, key controls and IT systems used to generate and support those balances. We assessed the design and tested the operating effectiveness of the key controls over the relevant IT systems. This involved assessing: • the technology control environment: the governance processes and controls used to monitor and enforce control consciousness throughout the Group’s technology teams; • change management: the processes and controls used to develop, test and authorise changes to the functionality and configurations within systems; security: the access controls designed to enforce segregation of duties or ensure that data is only changed through authorised means; system development: the project disciplines which ensure that new systems are developed to meet a defined business need, are appropriately tested before implementation and that data is converted and transferred completely and accurately; and IT operations: the controls over key operations are used to ensure that any issues that arise are managed appropriately. • • • For in-scope IT operations where technology services are provided by a third party, we: • considered assurance reports from the third party’s auditor on the design and operating effectiveness of controls; and/or tested internal control design and operating effectiveness ourselves. • We also carried out further independent tests of the operation of key programs to establish the accuracy of selected calculations, the correct generation of certain reports, and to assess the correct operation of selected automated controls and technology- dependent manual controls. While we noted some design and effectiveness issues with the change management and security controls, some of which are long-standing, the combination of compensating control tests and direct tests gave us sufficient evidence for our audit. 272 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 273 Statutory statements Statutory statements Key audit matter How our audit addressed the key audit matter Provisions and Contingent Liabilities (Refer to Note 28 and Note 31 of the financial statements) The Group is exposed to risk related to operational, compliance, legal and reputational matters which could give rise to significant liabilities for the Group. Compliance, regulation and remediation provisions relate to matters of potential misconduct in providing services to customers identified both as a result of regulatory action and internal reviews. We focused on this area because in assessing and measuring compliance, regulation and remediation provisions and contingent liabilities, the Group is required to make significant judgements based on available information in relation to the probability and estimation of potential future financial outcomes. These outcomes may be dependent on legal or regulatory processes. We assessed the design and tested the operating effectiveness of key controls over compliance, regulation and remediation provisions and contingent liabilities relating to operational, compliance and reputational matters, litigation and regulatory actions. The key controls included: • controls over compilation and monitoring of reports containing operational, compliance, legal, reputational matters or other matters; • controls over accounting judgments to assess loss contingencies and the related accounting impacts; and • controls inherent in the IT systems that manage the data utilised. We read the minutes of the Group’s Audit Committee, Risk and Compliance Committee and Board of Directors, attended the Audit Committee and Risk and Compliance Committee meetings and the Management’s Document Review Committee and considered key correspondence with relevant regulatory bodies. We obtained solicitors’ letters and discussed ongoing legal and regulatory matters with management. We also obtained access to relevant selected documents to develop our understanding of the Group’s conclusions in these matters. We obtained support for the Group’s judgement as to whether there is a potential material financial exposure for the Group and if so the amount of any provision required and the adequacy of related disclosures. Where applicable, we recalculated the provisions. Where the Group determined they were unable to reliably estimate the possible financial impact of operational, compliance, legal, reputational matters, we assessed the appropriateness of the conclusion and disclosure within the financial report. 3 272 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 273 Statutory statements Statutory statements Other information The directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 September 2018, including Performance Highlights and Sections 1, 2 and 4, 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. In connection with our audit of the financial report, our responsibility is to read the other information identified above 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 Parent Entity 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 ability of the Parent Entity and the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Parent or the 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 the financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: http://www.auasb.gov.au/auditors_responsibilities/ar1.pdf. This description forms part of our auditor's report. 274 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 275 Statutory statements Statutory statements Report on the Remuneration Report Our opinion on the Remuneration Report We have audited the Remuneration Report included in Section 1 of the Annual Report for the year ended 30 September 2018. In our opinion, the Remuneration Report of Westpac Banking Corporation for the year ended 30 September 2018 complies with section 300A of the Corporations Act 2001. Responsibilities The directors of the Parent Entity 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. PricewaterhouseCoopers Lona Mathis Partner Sam Hinchliffe Partner Sydney 5 November 2018 3 274 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 275 Statutory statements Limitation on Independent Registered Public Accounting Firm’s Liability The liability of PricewaterhouseCoopers (an Australian partnership which we refer to as PwC Australia), with respect to claims arising out of its audit report included in this Annual Report, is subject to the limitations set forth in the Professional Standards Act 1994 of New South Wales, Australia, as amended (the Professional Standards Act) and Chartered Accountants Australia and New Zealand (NSW) scheme adopted by Chartered Accountants Australia and New Zealand on 8 October 2014 and approved by the New South Wales Professional Standards Council pursuant to the Professional Standards Act (the NSW Accountants Scheme). For matters occurring on or prior to 7 October 2014, the liability of PwC Australia may be subject to the limitations set forth in predecessor schemes. The current NSW Accountants Scheme expires on 7 October 2019 unless further extended or replaced. The Professional Standards Act and the NSW Accountants Scheme may limit the liability of PwC Australia for damages with respect to certain civil claims arising in, or governed by the laws of, New South Wales directly or vicariously from anything done or omitted to be done in the performance of its professional services for us, including, without limitation, its audits of our financial statements. The extent of the limitation depends on the timing of the relevant matter and is:   in relation to matters occurring on or after 8 October 2013, a maximum liability for audit work of A$75 million; or in relation to matters occurring on or prior to 7 October 2013, the lesser of (in the case of audit services) ten times the reasonable charge for the service provided and a maximum liability for audit work of A$75 million. The limitations do not apply to claims for breach of trust, fraud or dishonesty. In addition, there is equivalent professional standards legislation in place in other states and territories in Australia and amendments have been made to a number of Australian federal statutes to limit liability under those statutes to the same extent as liability is limited under state and territory laws by professional standards legislation. Accordingly, liability for acts or omissions by PwC Australia in Australian states or territories other than New South Wales may be limited in a manner similar to that in New South Wales. These limitations of liability may limit recovery upon the enforcement in Australian courts of any judgment under US or other foreign laws rendered against PwC Australia based on or related to its audit report on our financial statements. Substantially all of PwC Australia's assets are located in Australia. However, the Professional Standards Act and the NSW Accountants Scheme have not been subject to extensive judicial consideration and therefore how the limitation might be applied by the courts and the effect of the limitation remain untested in a number of respects, including its effect in respect of the enforcement of foreign judgments. 276 2018 Westpac Group Annual Report 04 Shareholding information Additional information Information for shareholders Glossary of abbreviations and defined terms Contact us Statutory statements Limitation on Independent Registered Public Accounting Firm’s Liability The liability of PricewaterhouseCoopers (an Australian partnership which we refer to as PwC Australia), with respect to claims arising out of its audit report included in this Annual Report, is subject to the limitations set forth in the Professional Standards Act 1994 of New South Wales, Australia, as amended (the Professional Standards Act) and Chartered Accountants Australia and New Zealand (NSW) scheme adopted by Chartered Accountants Australia and New Zealand on 8 October 2014 and approved by the New South Wales Professional Standards Council pursuant to the Professional Standards Act (the NSW Accountants Scheme). For matters occurring on or prior to 7 October 2014, the liability of PwC Australia may be subject to the limitations set forth in predecessor schemes. The current NSW Accountants Scheme expires on 7 October 2019 unless further extended or replaced. The Professional Standards Act and the NSW Accountants Scheme may limit the liability of PwC Australia for damages with respect to certain civil claims arising in, or governed by the laws of, New South Wales directly or vicariously from anything done or omitted to be done in the performance of its professional services for us, including, without limitation, its audits of our financial statements. The extent of the limitation depends on the timing of the relevant matter and is:   in relation to matters occurring on or after 8 October 2013, a maximum liability for audit work of A$75 million; or in relation to matters occurring on or prior to 7 October 2013, the lesser of (in the case of audit services) ten times the reasonable charge for the service provided and a maximum liability for audit work of A$75 million. The limitations do not apply to claims for breach of trust, fraud or dishonesty. In addition, there is equivalent professional standards legislation in place in other states and territories in Australia and amendments have been made to a number of Australian federal statutes to limit liability under those statutes to the same extent as liability is limited under state and territory laws by professional standards legislation. Accordingly, liability for acts or omissions by PwC Australia in Australian states or territories other than New South Wales may be limited in a manner similar to that in New South Wales. These limitations of liability may limit recovery upon the enforcement in Australian courts of any judgment under US or other foreign laws rendered against PwC Australia based on or related to its audit report on our financial statements. Substantially all of PwC Australia's assets are located in Australia. However, the Professional Standards Act and the NSW Accountants Scheme have not been subject to extensive judicial consideration and therefore how the limitation might be applied by the courts and the effect of the limitation remain untested in a number of respects, including its effect in respect of the enforcement of foreign judgments. 276 2018 Westpac Group Annual Report 04 Shareholding information Additional information Information for shareholders Glossary of abbreviations and defined terms Contact us 4 Shareholding information Analysis by range of holdings of ordinary shares as at 4 October 2018 Number of Shares 1 1,001 5,001 – – – 1,000 5,000 10,000 10,001 – 100,000 100,001 and over Totals Number of Holders of Fully Paid Ordinary Shares 339,377 214,750 39,102 25,681 668 619,578 % 54.78 34.66 6.31 4.14 0.11 100.00 Number of Fully Paid Ordinary Shares 131,333,329 491,681,146 272,558,295 539,189,055 2,000,034,886 3,434,796,711 % 3.82 14.31 7.94 15.70 58.23 100.00 Number of Holders of Share Options and Rights 45 88 36 44 24 237 There were 13,819 shareholders holding less than a marketable parcel ($500) based on a market price of $27.39 at the close of trading on 4 October 2018. Voting rights of ordinary shares Holders of our fully paid ordinary shares have, at general meetings (including special general meetings), one vote on a show of hands and, upon a poll, one vote for each fully paid ordinary share held by them. Shareholding information Westpac ordinary shares Top 20 ordinary shareholders as at 4 October 2018 HSBC Custody Nominees (Australia) Limited J P Morgan Nominees Australia Limited Citicorp Nominees Pty Limited National Nominees Limited BNP Paribas Nominees Pty Ltd BNP Paribas Noms Pty Ltd Citicorp Nominees Pty Limited WBC New Zealand Register Control Account HSBC Custody Nominees (Australia) Limited Australian Foundation Investment Company Limited Argo Investments Limited Pacific Custodians Pty Limited AMP Life Limited Milton Corporation Limited HSBC Custody Nominees (Australia) Limited HSBC Custody Nominees (Australia) Limited – GSCO ECA Netwealth Investments Limited IOOF Investment Management Limited Navigator Australia Ltd Nulis Nominees (Australia) Limited Total of Top 20 registered shareholders1 Number of Fully Paid Ordinary Shares % Held 780,300,485 467,499,641 179,317,659 133,796,083 72,855,297 35,084,049 34,159,319 26,163,315 25,771,780 15,545,000 11,758,448 11,131,376 11,129,779 10,527,085 6,752,692 5,045,852 5,039,756 4,946,531 4,852,576 4,490,953 1,846,167,676 22.72 13.61 5.22 3.90 2.12 1.02 0.99 0.76 0.75 0.45 0.34 0.32 0.32 0.31 0.20 0.15 0.15 0.14 0.14 0.13 53.74 As at 4 October 2018 there were 619,578 holders of our ordinary shares compared to 633,272 in 2017 and 641,374 in 20162. Ordinary shareholders with a registered address in Australia held approximately 98% of our fully paid share capital at 4 October 2018 (approximately 98% in 2017 and 98% in 2016). Substantial shareholders as at 4 October 2018 As at 4 October 2018 BlackRock Group (comprised of BlackRock Inc. and its subsidiaries) and The Vanguard Group, Inc. (including its subsidiary Vanguard Investments Australia Ltd.) had a ‘substantial holding’ of our shares within the meaning of the Corporations Act. A person has a substantial holding of our shares if the total votes attached to our voting shares in which they or their associates have relevant interests is 5% or more of the total number of votes attached to all our voting shares. The above table of the Top 20 ordinary shareholders includes shareholders that may hold shares for the benefit of third parties. BlackRock Group has been a substantial shareholder since 4 April 2017 and The Vanguard Group, Inc. became a substantial shareholder on 17 July 2018 (as detailed below). Significant changes in ordinary share ownership of substantial shareholders On 17 July 2018, The Vanguard Group, Inc. became a substantial shareholder holding 171,757,716 ordinary shares (5.00% of total votes outstanding). There have been no other changes in ordinary share ownership of substantial shareholders notified to Westpac since that date. Control of registrant We are not directly or indirectly owned or controlled by any other corporation(s) or by any foreign government. Refer to the section ‘Exchange controls and other limitations affecting security holders’, which provides information on the Foreign Acquisitions and Takeovers Act 1975, Corporations Act 2001 and Financial Sector (Shareholdings) Act 1998, which impose limits on equity holdings. At 30 September 2018, our Directors and Executive Officers owned beneficially, directly or indirectly, an aggregate of 1,013,495 (0.03%) of the fully paid ordinary shares outstanding. 1 As recorded on the share register by holder reference number. 2 Numbers include employee holdings previously consolidated on the share registry. 278 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 279 Shareholding information Westpac ordinary shares Top 20 ordinary shareholders as at 4 October 2018 HSBC Custody Nominees (Australia) Limited J P Morgan Nominees Australia Limited Citicorp Nominees Pty Limited National Nominees Limited BNP Paribas Nominees Pty Ltd BNP Paribas Noms Pty Ltd Citicorp Nominees Pty Limited WBC New Zealand Register Control Account HSBC Custody Nominees (Australia) Limited Australian Foundation Investment Company Limited Argo Investments Limited Pacific Custodians Pty Limited AMP Life Limited Milton Corporation Limited HSBC Custody Nominees (Australia) Limited HSBC Custody Nominees (Australia) Limited – GSCO ECA Netwealth Investments Limited IOOF Investment Management Limited Navigator Australia Ltd Nulis Nominees (Australia) Limited Total of Top 20 registered shareholders1 Fully Paid Ordinary Shares Number of % Held 780,300,485 467,499,641 179,317,659 133,796,083 72,855,297 35,084,049 34,159,319 26,163,315 25,771,780 15,545,000 11,758,448 11,131,376 11,129,779 10,527,085 6,752,692 5,045,852 5,039,756 4,946,531 4,852,576 4,490,953 22.72 13.61 5.22 3.90 2.12 1.02 0.99 0.76 0.75 0.45 0.34 0.32 0.32 0.31 0.20 0.15 0.15 0.14 0.14 0.13 1,846,167,676 53.74 As at 4 October 2018 there were 619,578 holders of our ordinary shares compared to 633,272 in 2017 and 641,374 in 20162. Ordinary shareholders with a registered address in Australia held approximately 98% of our fully paid share capital at 4 October 2018 (approximately 98% in 2017 and 98% in 2016). Substantial shareholders as at 4 October 2018 As at 4 October 2018 BlackRock Group (comprised of BlackRock Inc. and its subsidiaries) and The Vanguard Group, Inc. (including its subsidiary Vanguard Investments Australia Ltd.) had a ‘substantial holding’ of our shares within the meaning of the Corporations Act. A person has a substantial holding of our shares if the total votes attached to our voting shares in which they or their associates have relevant interests is 5% or more of the total number of votes attached to all our voting shares. The above table of the Top 20 ordinary shareholders includes shareholders that may hold shares for the benefit of third parties. BlackRock Group has been a substantial shareholder since 4 April 2017 and The Vanguard Group, Inc. became a substantial shareholder on 17 July 2018 (as detailed below). Significant changes in ordinary share ownership of substantial shareholders On 17 July 2018, The Vanguard Group, Inc. became a substantial shareholder holding 171,757,716 ordinary shares (5.00% of total votes outstanding). There have been no other changes in ordinary share ownership of substantial shareholders notified to Westpac since that date. Control of registrant limits on equity holdings. We are not directly or indirectly owned or controlled by any other corporation(s) or by any foreign government. Refer to the section ‘Exchange controls and other limitations affecting security holders’, which provides information on the Foreign Acquisitions and Takeovers Act 1975, Corporations Act 2001 and Financial Sector (Shareholdings) Act 1998, which impose At 30 September 2018, our Directors and Executive Officers owned beneficially, directly or indirectly, an aggregate of 1,013,495 (0.03%) of the fully paid ordinary shares outstanding. Shareholding information Analysis by range of holdings of ordinary shares as at 4 October 2018 Number of Shares 1,000 – 1 5,000 – 1,001 5,001 10,000 – 10,001 – 100,000 100,001 and over Totals Number of Holders of Fully Paid Ordinary Shares 339,377 214,750 39,102 25,681 668 619,578 % 54.78 34.66 6.31 4.14 0.11 100.00 Number of Fully Paid Ordinary Shares 131,333,329 491,681,146 272,558,295 539,189,055 2,000,034,886 3,434,796,711 Number of Holders of Share Options and Rights 45 88 36 44 24 237 % 3.82 14.31 7.94 15.70 58.23 100.00 There were 13,819 shareholders holding less than a marketable parcel ($500) based on a market price of $27.39 at the close of trading on 4 October 2018. Voting rights of ordinary shares Holders of our fully paid ordinary shares have, at general meetings (including special general meetings), one vote on a show of hands and, upon a poll, one vote for each fully paid ordinary share held by them. 1 As recorded on the share register by holder reference number. 2 Numbers include employee holdings previously consolidated on the share registry. 278 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 279 4 Shareholding information Westpac Capital Notes Top 20 holders of Westpac Capital Notes as at 4 October 2018 HSBC Custody Nominees (Australia) Limited BNP Paribas Noms Pty Ltd National Nominees Limited BT Portfolio Services Limited J P Morgan Nominees Australia Limited Citicorp Nominees Pty Limited IOOF Investment Management Limited HSBC Custody Nominees (Australia) Limited – A/C 2 Netwealth Investments Limited BNP Paribas Nominees Pty Ltd Navigator Australia Ltd V S Access Pty Ltd Nulis Nominees (Australia) Limited Berne No 132 Nominees Pty Ltd Mutual Trust Pty Ltd RACQ Investments Pty Ltd Royal Freemasons Benevolent Institution Mr Alexander Shaw Willimbury Pty Ltd Australian Executor Trustees Limited Total of Top 20 registered holders1 1 As recorded on the holder register by holder reference number. Number of Westpac Capital Notes % Held 755,898 259,619 245,944 200,000 188,161 186,556 158,980 137,369 134,528 133,045 117,707 90,000 89,172 86,795 71,979 58,690 50,000 50,000 50,000 45,394 5.46 1.88 1.78 1.45 1.36 1.35 1.15 0.99 0.97 0.96 0.85 0.65 0.64 0.63 0.52 0.42 0.36 0.36 0.36 0.33 3,109,837 22.47 2,608,987 19.90 1 As recorded on the holder register by holder reference number. Westpac Capital Notes 2 Top 20 holders of Westpac Capital Notes 2 as at 4 October 2018 HSBC Custody Nominees (Australia) Limited BT Portfolio Services Limited Netwealth Investments Limited Nulis Nominees (Australia) Limited Navigator Australia Ltd HSBC Custody Nominees (Australia) Limited – A/C 2 Netwealth Investments Limited BNP Paribas Nominees Pty Ltd National Nominees Limited IOOF Investment Management Limited BNP Paribas Noms Pty Ltd J P Morgan Nominees Australia Limited Rakio Pty Ltd Alsop Pty Ltd Dimbulu Pty Ltd Domer Mining Co P/L Royal Freemasons Benevolent Institution Randazzo C & G Developments Pty Ltd Longhurst Management Services Pty Ltd Pratt Property Group Pty Ltd Total of Top 20 registered holders1 Shareholding information Number of % Held Westpac Capital Notes 2 851,467 250,000 144,899 136,115 131,362 130,535 118,308 105,125 93,485 90,990 75,265 63,000 60,000 59,344 51,000 50,000 50,000 50,000 49,267 48,825 6.50 1.91 1.11 1.04 1.00 1.00 0.90 0.80 0.71 0.69 0.57 0.48 0.46 0.45 0.39 0.38 0.38 0.38 0.38 0.37 Analysis by range of holdings of Westpac Capital Notes as at 4 October 2018 Analysis by range of holdings of Westpac Capital Notes 2 as at 4 October 2018 Number of Securities – 1 1,000 1,001 – 5,000 10,000 – 5,001 10,001 – 100,000 100,001 and over Totals Westpac Capital Notes 16,405 1,719 109 46 11 18,290 Number of Holders of % 89.69 9.40 0.60 0.25 0.06 100.00 Number of Westpac Capital Notes 5,509,994 3,612,817 872,359 1,322,713 2,517,807 13,835,690 % 39.83 26.11 6.31 9.56 18.20 100.00 Number of Securities 1 1,001 5,001 – – – 1,000 5,000 10,000 10,001 – 100,000 100,001 and over Totals Westpac Capital Notes 2 Number of Holders of Number of Westpac Capital Notes 2 14,539 1,641 146 72 8 % 88.62 10.00 0.89 0.44 0.05 16,406 100.00 4,987,749 3,405,011 1,054,463 1,790,671 1,867,811 13,105,705 % 38.06 25.98 8.05 13.66 14.25 100.00 There were three security holders holding less than a marketable parcel ($500) of Westpac Capital Notes based on a market price of $101.08 at the close of trading on 4 October 2018. There were four security holders holding less than a marketable parcel ($500) of Westpac Capital Notes 2 based on a market price of $99.86 at the close of trading on 4 October 2018. 280 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 281 Shareholding information Westpac Capital Notes Top 20 holders of Westpac Capital Notes as at 4 October 2018 HSBC Custody Nominees (Australia) Limited – A/C 2 Netwealth Investments Limited BNP Paribas Nominees Pty Ltd HSBC Custody Nominees (Australia) Limited BNP Paribas Noms Pty Ltd National Nominees Limited BT Portfolio Services Limited J P Morgan Nominees Australia Limited Citicorp Nominees Pty Limited IOOF Investment Management Limited Navigator Australia Ltd V S Access Pty Ltd Nulis Nominees (Australia) Limited Berne No 132 Nominees Pty Ltd Mutual Trust Pty Ltd RACQ Investments Pty Ltd Royal Freemasons Benevolent Institution Mr Alexander Shaw Willimbury Pty Ltd Australian Executor Trustees Limited Total of Top 20 registered holders1 Number of % Held Westpac Capital Notes 755,898 259,619 245,944 200,000 188,161 186,556 158,980 137,369 134,528 133,045 117,707 90,000 89,172 86,795 71,979 58,690 50,000 50,000 50,000 45,394 5.46 1.88 1.78 1.45 1.36 1.35 1.15 0.99 0.97 0.96 0.85 0.65 0.64 0.63 0.52 0.42 0.36 0.36 0.36 0.33 1 As recorded on the holder register by holder reference number. 3,109,837 22.47 Westpac Capital Notes 2 Top 20 holders of Westpac Capital Notes 2 as at 4 October 2018 HSBC Custody Nominees (Australia) Limited BT Portfolio Services Limited Netwealth Investments Limited Nulis Nominees (Australia) Limited Navigator Australia Ltd HSBC Custody Nominees (Australia) Limited – A/C 2 Netwealth Investments Limited BNP Paribas Nominees Pty Ltd National Nominees Limited IOOF Investment Management Limited BNP Paribas Noms Pty Ltd Rakio Pty Ltd Alsop Pty Ltd J P Morgan Nominees Australia Limited Dimbulu Pty Ltd Domer Mining Co P/L Royal Freemasons Benevolent Institution Randazzo C & G Developments Pty Ltd Longhurst Management Services Pty Ltd Pratt Property Group Pty Ltd Total of Top 20 registered holders1 1 As recorded on the holder register by holder reference number. Shareholding information Number of Westpac Capital Notes 2 % Held 851,467 250,000 144,899 136,115 131,362 130,535 118,308 105,125 93,485 90,990 75,265 63,000 60,000 59,344 51,000 50,000 50,000 50,000 49,267 48,825 6.50 1.91 1.11 1.04 1.00 1.00 0.90 0.80 0.71 0.69 0.57 0.48 0.46 0.45 0.39 0.38 0.38 0.38 0.38 0.37 2,608,987 19.90 Analysis by range of holdings of Westpac Capital Notes as at 4 October 2018 Analysis by range of holdings of Westpac Capital Notes 2 as at 4 October 2018 Number of Securities 1 1,001 5,001 – – – 1,000 5,000 10,000 10,001 – 100,000 100,001 and over Totals Westpac Capital Notes Number of Holders of Number of Westpac Capital Notes 16,405 1,719 109 46 11 % 89.69 9.40 0.60 0.25 0.06 18,290 100.00 5,509,994 3,612,817 872,359 1,322,713 2,517,807 13,835,690 % 39.83 26.11 6.31 9.56 18.20 100.00 Number of Securities – 1 1,000 1,001 – 5,000 10,000 – 5,001 10,001 – 100,000 100,001 and over Totals Westpac Capital Notes 2 14,539 1,641 146 72 8 16,406 Number of Holders of % 88.62 10.00 0.89 0.44 0.05 100.00 Number of Westpac Capital Notes 2 4,987,749 3,405,011 1,054,463 1,790,671 1,867,811 13,105,705 % 38.06 25.98 8.05 13.66 14.25 100.00 There were three security holders holding less than a marketable parcel ($500) of Westpac Capital Notes based on a market price of $101.08 at the close of trading on 4 October 2018. There were four security holders holding less than a marketable parcel ($500) of Westpac Capital Notes 2 based on a market price of $99.86 at the close of trading on 4 October 2018. 4 280 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 281 Shareholding information Westpac Capital Notes 3 Top 20 holders of Westpac Capital Notes 3 as at 4 October 2018 Number of Westpac Capital Notes 3 % Held HSBC Custody Nominees (Australia) Limited JDB Services Pty Ltd Navigator Australia Ltd Nulis Nominees (Australia) Limited National Nominees Limited Citicorp Nominees Pty Limited Berne No 132 Nominees Pty Ltd Balanced Property Pty Ltd Seymour Group Pty Ltd HSBC Custody Nominees (Australia) Limited < A/C 2> Netwealth Investments Limited V S Access Pty Ltd BNP Paribas Nominees Pty Ltd Dimbulu Pty Ltd Invia Custodian Pty Limited JMB Pty Ltd Randazzo C & G Developments Pty Ltd Wayrich Pty Ltd Navigator Australia Ltd Marshstoke Pty Ltd Total of Top 20 registered holders1 1 As recorded on the holder register by holder reference number. 1,099,126 245,606 188,772 168,483 133,405 129,333 117,085 100,000 76,774 65,879 63,798 60,000 56,396 50,000 50,000 50,000 50,000 50,000 47,678 47,000 2,849,335 Analysis by range of holdings of Westpac Capital Notes 3 as at 4 October 2018 Number of Securities 1,000 – 1 5,000 – 1,001 5,001 10,000 – 10,001 – 100,000 100,001 and over Totals Westpac Capital Notes 3 13,568 1,449 119 87 7 15,230 Number of Holders of % 89.09 9.51 0.78 0.57 0.05 100.00 Number of Westpac Capital Notes 3 4,683,259 3,202,739 976,747 2,299,725 2,081,810 13,244,280 8.30 1.85 1.43 1.27 1.01 0.98 0.88 0.76 0.58 0.50 0.48 0.45 0.43 0.38 0.38 0.38 0.38 0.38 0.36 0.35 21.53 % 35.36 24.18 7.38 17.36 15.72 100.00 There were three security holders holding less than a marketable parcel ($500) of Westpac Capital Notes 3 based on a market price of $102.75 at the close of trading on 4 October 2018. Westpac Capital Notes 4 Top 20 holders of Westpac Capital Notes 4 as at 4 October 2018 BNP Paribas Nominees Pty Ltd HSBC Custody Nominees (Australia) Limited HSBC Custody Nominees (Australia) Limited Citicorp Nominees Pty Limited National Nominees Limited Nora Goodridge Investments Pty Limited BNP Paribas Noms Pty Ltd Australian Executor Trustees Limited Mutual Trust Pty Ltd Netwealth Investments Limited Zashvin Pty Ltd Dimbulu Pty Ltd J P Morgan Nominees Australia Limited Navigator Australia Ltd Nulis Nominees (Australia) Limited Willimbury Pty Ltd Taverners No 11 Pty Ltd V S Access Pty Ltd JMB Pty Ltd New Regency Pty Ltd Shareholding information Number of % Held Westpac Capital Notes 4 3,000,000 1,133,827 286,466 269,879 200,000 165,643 151,581 134,874 123,896 104,105 104,000 100,000 97,743 78,687 75,421 60,000 59,112 51,570 50,000 50,000 17.63 6.66 1.68 1.59 1.18 0.97 0.89 0.79 0.73 0.61 0.61 0.59 0.57 0.46 0.44 0.35 0.35 0.30 0.29 0.29 Total of Top 20 registered holders1 1 As recorded on the holder register by holder reference number. 6,296,804 36.98 Analysis by range of holdings of Westpac Capital Notes 4 as at 4 October 2018 Number of Securities 1 1,001 5,001 – – – 1,000 5,000 10,000 10,001 – 100,000 100,001 and over Totals Westpac Capital Notes 4 Number of Holders of Number of Westpac Capital Notes 4 15,822 1,557 154 67 11 % 89.85 8.84 0.87 0.38 0.06 17,611 100.00 5,136,047 3,277,317 1,158,636 1,774,263 5,674.271 17,020,534 % 30.18 19.25 6.81 10.42 33.34 100.00 There were five security holders holding less than a marketable parcel ($500) of Westpac Capital Notes 4 based on a market price of $105.31 at the close of trading on 4 October 2018. 282 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 283 Shareholding information Westpac Capital Notes 3 Top 20 holders of Westpac Capital Notes 3 as at 4 October 2018 HSBC Custody Nominees (Australia) Limited JDB Services Pty Ltd Navigator Australia Ltd Nulis Nominees (Australia) Limited National Nominees Limited Citicorp Nominees Pty Limited Berne No 132 Nominees Pty Ltd Balanced Property Pty Ltd Seymour Group Pty Ltd Netwealth Investments Limited V S Access Pty Ltd BNP Paribas Nominees Pty Ltd Dimbulu Pty Ltd Invia Custodian Pty Limited JMB Pty Ltd HSBC Custody Nominees (Australia) Limited < A/C 2> Randazzo C & G Developments Pty Ltd Wayrich Pty Ltd Navigator Australia Ltd Marshstoke Pty Ltd Total of Top 20 registered holders1 1 As recorded on the holder register by holder reference number. Number of % Held Westpac Capital Notes 3 Westpac Capital Notes 4 Top 20 holders of Westpac Capital Notes 4 as at 4 October 2018 Shareholding information Number of Westpac Capital Notes 4 % Held 1,099,126 245,606 188,772 168,483 133,405 129,333 117,085 100,000 76,774 65,879 63,798 60,000 56,396 50,000 50,000 50,000 50,000 50,000 47,678 47,000 8.30 1.85 1.43 1.27 1.01 0.98 0.88 0.76 0.58 0.50 0.48 0.45 0.43 0.38 0.38 0.38 0.38 0.38 0.36 0.35 2,849,335 21.53 BNP Paribas Nominees Pty Ltd HSBC Custody Nominees (Australia) Limited Citicorp Nominees Pty Limited National Nominees Limited Nora Goodridge Investments Pty Limited BNP Paribas Noms Pty Ltd Australian Executor Trustees Limited HSBC Custody Nominees (Australia) Limited Mutual Trust Pty Ltd Netwealth Investments Limited Zashvin Pty Ltd Dimbulu Pty Ltd J P Morgan Nominees Australia Limited Navigator Australia Ltd Nulis Nominees (Australia) Limited Willimbury Pty Ltd Taverners No 11 Pty Ltd V S Access Pty Ltd JMB Pty Ltd New Regency Pty Ltd Total of Top 20 registered holders1 1 As recorded on the holder register by holder reference number. 3,000,000 1,133,827 286,466 269,879 200,000 165,643 151,581 134,874 123,896 104,105 104,000 100,000 97,743 78,687 75,421 60,000 59,112 51,570 50,000 50,000 6,296,804 Analysis by range of holdings of Westpac Capital Notes 4 as at 4 October 2018 Number of Securities – 1 1,000 1,001 – 5,000 10,000 – 5,001 10,001 – 100,000 100,001 and over Totals Westpac Capital Notes 4 15,822 1,557 154 67 11 17,611 Number of Holders of % 89.85 8.84 0.87 0.38 0.06 100.00 Number of Westpac Capital Notes 4 5,136,047 3,277,317 1,158,636 1,774,263 5,674.271 17,020,534 17.63 6.66 1.68 1.59 1.18 0.97 0.89 0.79 0.73 0.61 0.61 0.59 0.57 0.46 0.44 0.35 0.35 0.30 0.29 0.29 36.98 % 30.18 19.25 6.81 10.42 33.34 100.00 There were five security holders holding less than a marketable parcel ($500) of Westpac Capital Notes 4 based on a market price of $105.31 at the close of trading on 4 October 2018. Analysis by range of holdings of Westpac Capital Notes 3 as at 4 October 2018 Number of Securities 1 1,001 5,001 – – – 1,000 5,000 10,000 10,001 – 100,000 100,001 and over Totals Westpac Capital Notes 3 Number of Holders of Number of Westpac Capital Notes 3 13,568 1,449 119 87 7 % 89.09 9.51 0.78 0.57 0.05 15,230 100.00 4,683,259 3,202,739 976,747 2,299,725 2,081,810 13,244,280 % 35.36 24.18 7.38 17.36 15.72 100.00 There were three security holders holding less than a marketable parcel ($500) of Westpac Capital Notes 3 based on a market price of $102.75 at the close of trading on 4 October 2018. 4 282 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 283 Shareholding information Westpac Capital Notes 5 Top 20 holders of Westpac Capital Notes 5 as at 4 October 2018 Number of Westpac Capital Notes 5 % Held HSBC Custody Nominees (Australia) Limited National Nominees Limited J P Morgan Nominees Australia Limited IOOF Investment Management Limited Navigator Australia Ltd HSBC Custody Nominees (Australia) Limited Dimbulu Pty Ltd Nulis Nominees (Australia) Limited BNP Paribas Nominees Pty Ltd Netwealth Investments Limited Citicorp Nominees Pty Limited Zashvin Pty Ltd Randazzo C & G Developments Pty Ltd Berne No 132 Nominees Pty Ltd Nora Goodridge Investments Pty Limited Mrs Linda Anne Van Lieshout Rakio Pty Ltd McCusker Foundation Ltd Avanteos Investments Limited JMB Pty Ltd Total of Top 20 registered holders1 1,545,482 469,762 211,296 170,672 155,138 136,064 100,000 97,990 95,032 94,859 92,355 92,220 92,000 60,000 60,000 60,000 55,000 50,685 50,000 50,000 3,738,555 1 As recorded on the holder register by holder reference number. Analysis by range of holdings of Westpac Capital Notes 5 as at 4 October 2018 Number of Securities 1,000 – 1 5,000 – 1,001 5,001 10,000 – 10,001 – 100,000 100,001 and over Totals Westpac Capital Notes 5 16,642 2,064 179 102 6 18,993 Number of Holders of % 87.62 10.87 0.94 0.54 0.03 100.00 Number of Westpac Capital Notes 5 5,818,805 4,447,676 1,351,199 2,597,289 2,688,414 16,903,383 9.14 2.78 1.25 1.01 0.92 0.80 0.59 0.58 0.56 0.56 0.55 0.55 0.54 0.35 0.35 0.35 0.33 0.30 0.30 0.30 22.11 % 34.43 26.31 7.99 15.37 15.90 100.00 There were two security holders holding less than a marketable parcel ($500) of Westpac Capital Notes 5 based on a market price of $98.15 at the close of trading on 4 October 2018. Exchange controls and other limitations affecting and Shareholding information without the prior approval of the Minister for Foreign Affairs; c. the United Nations Security Council (UNSC) financial sanctions administered by DFAT, including: – Terrorist Asset Freezing Regime In accordance with the Charter of the United Nations Act 1945 and the Charter of the United Nations (Dealings with Assets) Regulations 2008, a person is prohibited from using or dealing with funds, financial assets or economic resources of persons or entities listed as terrorists by the Minister for Foreign Affairs in the Commonwealth of Australia Gazette. It is also a criminal offence to make assets available to such persons or entities; – Country-based sanctions Under the Charter of the United Nations Act 1945 and associated regulations, UNSC financial sanctions have been implemented. It is an offence to use or deal with funds, financial assets or economic resources of certain persons or entities associated with countries designated by the UNSC. It is also a criminal offence to make assets available to such persons or entities. Limitations affecting security holders The following Australian laws impose limitations on the right of non-residents or non-citizens of Australia to hold, own or vote Westpac shares. All these limitations apply to the holders of the American Depositary Receipts (ADRs) evidencing ADS, issued by our Depositary in the United States. Foreign Acquisitions and Takeovers Act 1975 Acquisitions of interests in shares in Australian companies by foreign persons that meet certain thresholds are required to be notified to the Treasurer of Australia (through the Foreign Investment Review Board) and to obtain a no objections notification under the Foreign Acquisitions and Takeovers Act 1975 (Cth). That legislation applies to any acquisition by a foreign person, including a corporation or group of associated foreign persons, which results in ownership of 20% or more of the issued shares of an Australian company or the ability to control 20% or more of the total voting power. In addition, the legislation applies to any acquisition by a foreign government investor of 10% or more of the total voting power or ownership of an Australian company (or any interest if the foreign government investor acquires a control element – for example the right to appoint a director). The legislation requires any persons proposing to make any such acquisition to first notify the Treasurer of their intention to do so. Where such an acquisition has already occurred in the absence of a no objections notification, the Treasurer has the power to order divestment Voting rights of Westpac Capital Notes, Westpac Capital Notes 2, Westpac Capital Notes 3 and Westpac Capital Notes 4 and Westpac Capital Notes 5 In accordance with the terms of issue, holders of Westpac Capital Notes, Westpac Capital Notes 2, Westpac Capital Notes 3, Westpac Capital Notes 4 and Westpac Capital Notes 5 have no right to vote at any general meeting of Westpac before conversion into Westpac ordinary shares. If conversion occurs (in accordance with the applicable terms of issue), holders of Westpac Capital Notes, Westpac Capital Notes 2, Westpac Capital Notes 3 or Westpac Capital Notes 4 or Westpac Capital Notes 5 (as applicable) will become holders of Westpac ordinary shares and have the voting rights that attach to Westpac ordinary shares. security holders Australian exchange controls Australian laws control and regulate or permit the control and regulation of a broad range of payments and transactions involving non-residents of Australia. Pursuant to a number of exemptions, authorities and approvals, there are no general restrictions from transferring funds from Australia or placing funds to the credit of non-residents of Australia. However, Australian foreign exchange controls are implemented from time to time against prescribed countries, entities and persons. At the present time, these include: a. withholding taxes in relation to remittances or dividends (to the extent they are unfranked) and interest payments; b. the financial sanctions administered by the Department of Foreign Affairs and Trade (DFAT) in accordance with the Autonomous Sanctions Act 2011 and the Autonomous Sanctions Regulations 2011, specifically, in relation to transactions involving the transfer of funds or payments to, by the order of, or on behalf of individuals or entities including: persons associated with the former Milosevic regime, and persons indicted or suspected of committing war crimes during the Balkan wars in the early 1990s; persons or entities engaged in activities that seriously undermine democracy, respect for human rights and the rule of law in Zimbabwe; certain persons or entities associated with the Democratic People’s Republic of Korea’s weapons of mass destruction program or missiles program; certain persons or entities that have contributed to or are contributing to Iran’s nuclear or missile program; – – – – – – – certain individuals and entities associated with the if he considers the acquisition to be contrary to Australia’s former Qadhafi regime in Libya; national interest. certain individuals and entities supporting the Syrian regime or that are responsible for human rights abuses in Syria; and persons who have been instrumental or complicit in the threat to the sovereignty and territorial integrity of Ukraine, Financial Sector (Shareholdings) Act 1998 The Financial Sector (Shareholdings) Act 1998 (Cth) imposes restrictions on shareholdings in Australian financial sector companies (which includes Westpac). Under that legislation a person (including a corporation) may not hold more than a 15% ‘stake’ in a financial sector company 284 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 285 Shareholding information Westpac Capital Notes 5 Top 20 holders of Westpac Capital Notes 5 as at 4 October 2018 HSBC Custody Nominees (Australia) Limited National Nominees Limited J P Morgan Nominees Australia Limited IOOF Investment Management Limited Navigator Australia Ltd HSBC Custody Nominees (Australia) Limited Dimbulu Pty Ltd Nulis Nominees (Australia) Limited BNP Paribas Nominees Pty Ltd Netwealth Investments Limited Citicorp Nominees Pty Limited Zashvin Pty Ltd Randazzo C & G Developments Pty Ltd Berne No 132 Nominees Pty Ltd Nora Goodridge Investments Pty Limited Mrs Linda Anne Van Lieshout Rakio Pty Ltd McCusker Foundation Ltd Avanteos Investments Limited JMB Pty Ltd Total of Top 20 registered holders1 Number of % Held Westpac Capital Notes 5 1,545,482 469,762 211,296 170,672 155,138 136,064 100,000 97,990 95,032 94,859 92,355 92,220 92,000 60,000 60,000 60,000 55,000 50,685 50,000 50,000 9.14 2.78 1.25 1.01 0.92 0.80 0.59 0.58 0.56 0.56 0.55 0.55 0.54 0.35 0.35 0.35 0.33 0.30 0.30 0.30 3,738,555 22.11 1 As recorded on the holder register by holder reference number. Analysis by range of holdings of Westpac Capital Notes 5 as at 4 October 2018 Number of Securities 1 1,001 5,001 – – – 1,000 5,000 10,000 10,001 – 100,000 100,001 and over Totals Westpac Capital Notes 5 Number of Holders of Number of Westpac Capital Notes 5 16,642 2,064 179 102 6 % 87.62 10.87 0.94 0.54 0.03 18,993 100.00 5,818,805 4,447,676 1,351,199 2,597,289 2,688,414 16,903,383 % 34.43 26.31 7.99 15.37 15.90 100.00 There were two security holders holding less than a marketable parcel ($500) of Westpac Capital Notes 5 based on a market price of $98.15 at the close of trading on 4 October 2018. Voting rights of Westpac Capital Notes, Westpac Capital Notes 2, Westpac Capital Notes 3 and Westpac Capital Notes 4 and Westpac Capital Notes 5 In accordance with the terms of issue, holders of Westpac Capital Notes, Westpac Capital Notes 2, Westpac Capital Notes 3, Westpac Capital Notes 4 and Westpac Capital Notes 5 have no right to vote at any general meeting of Westpac before conversion into Westpac ordinary shares. If conversion occurs (in accordance with the applicable terms of issue), holders of Westpac Capital Notes, Westpac Capital Notes 2, Westpac Capital Notes 3 or Westpac Capital Notes 4 or Westpac Capital Notes 5 (as applicable) will become holders of Westpac ordinary shares and have the voting rights that attach to Westpac ordinary shares. Exchange controls and other limitations affecting security holders Australian exchange controls Australian laws control and regulate or permit the control and regulation of a broad range of payments and transactions involving non-residents of Australia. Pursuant to a number of exemptions, authorities and approvals, there are no general restrictions from transferring funds from Australia or placing funds to the credit of non-residents of Australia. However, Australian foreign exchange controls are implemented from time to time against prescribed countries, entities and persons. At the present time, these include: a. withholding taxes in relation to remittances or dividends (to the extent they are unfranked) and interest payments; b. the financial sanctions administered by the Department of Foreign Affairs and Trade (DFAT) in accordance with the Autonomous Sanctions Act 2011 and the Autonomous Sanctions Regulations 2011, specifically, in relation to transactions involving the transfer of funds or payments to, by the order of, or on behalf of individuals or entities including: – – – – – – – persons associated with the former Milosevic regime, and persons indicted or suspected of committing war crimes during the Balkan wars in the early 1990s; persons or entities engaged in activities that seriously undermine democracy, respect for human rights and the rule of law in Zimbabwe; certain persons or entities associated with the Democratic People’s Republic of Korea’s weapons of mass destruction program or missiles program; certain persons or entities that have contributed to or are contributing to Iran’s nuclear or missile program; certain individuals and entities associated with the former Qadhafi regime in Libya; certain individuals and entities supporting the Syrian regime or that are responsible for human rights abuses in Syria; and persons who have been instrumental or complicit in the threat to the sovereignty and territorial integrity of Ukraine, Shareholding information without the prior approval of the Minister for Foreign Affairs; c. the United Nations Security Council (UNSC) financial sanctions administered by DFAT, including: – Terrorist Asset Freezing Regime In accordance with the Charter of the United Nations Act 1945 and the Charter of the United Nations (Dealings with Assets) Regulations 2008, a person is prohibited from using or dealing with funds, financial assets or economic resources of persons or entities listed as terrorists by the Minister for Foreign Affairs in the Commonwealth of Australia Gazette. It is also a criminal offence to make assets available to such persons or entities; and – Country-based sanctions Under the Charter of the United Nations Act 1945 and associated regulations, UNSC financial sanctions have been implemented. It is an offence to use or deal with funds, financial assets or economic resources of certain persons or entities associated with countries designated by the UNSC. It is also a criminal offence to make assets available to such persons or entities. Limitations affecting security holders The following Australian laws impose limitations on the right of non-residents or non-citizens of Australia to hold, own or vote Westpac shares. All these limitations apply to the holders of the American Depositary Receipts (ADRs) evidencing ADS, issued by our Depositary in the United States. Foreign Acquisitions and Takeovers Act 1975 Acquisitions of interests in shares in Australian companies by foreign persons that meet certain thresholds are required to be notified to the Treasurer of Australia (through the Foreign Investment Review Board) and to obtain a no objections notification under the Foreign Acquisitions and Takeovers Act 1975 (Cth). That legislation applies to any acquisition by a foreign person, including a corporation or group of associated foreign persons, which results in ownership of 20% or more of the issued shares of an Australian company or the ability to control 20% or more of the total voting power. In addition, the legislation applies to any acquisition by a foreign government investor of 10% or more of the total voting power or ownership of an Australian company (or any interest if the foreign government investor acquires a control element – for example the right to appoint a director). The legislation requires any persons proposing to make any such acquisition to first notify the Treasurer of their intention to do so. Where such an acquisition has already occurred in the absence of a no objections notification, the Treasurer has the power to order divestment if he considers the acquisition to be contrary to Australia’s national interest. Financial Sector (Shareholdings) Act 1998 The Financial Sector (Shareholdings) Act 1998 (Cth) imposes restrictions on shareholdings in Australian financial sector companies (which includes Westpac). Under that legislation a person (including a corporation) may not hold more than a 15% ‘stake’ in a financial sector company 4 284 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 285 Shareholding information without prior approval from the Treasurer of Australia. A person’s stake in a financial sector company is equal to the aggregate of the person’s voting power in the company and the voting power of the person’s associates. The concept of voting power is broadly defined. The Treasurer may approve a higher percentage stake if the Treasurer is satisfied that it is in the national interest to do so. In addition, even if a person’s stake in a financial sector company does not exceed the 15% limit, the Treasurer has the power to declare that a person has ‘practical control’ of a financial sector company and require the person to relinquish that control or reduce their stake in that company. Corporations Act 2001 The Corporations Act 2001 (Cth) prohibits any person (including a corporation) from acquiring a relevant interest in our voting shares if, after the acquisition, that person or any other person would be entitled to exercise more than 20% of the voting power in our shares. The prohibition is subject to certain limited exceptions. In addition, under the Corporations Act, a person is required to give a notice to us and to the ASX providing certain prescribed information, including their name, address and details of their relevant interests in our voting shares if they begin to have, or cease to have, a substantial holding in us, or if they already have a substantial holding and there is a movement of at least 1% in their holding. Such notice must, generally, be provided within two business days after the person becomes aware of that information. A person will have a substantial holding if the total votes attached to our voting shares in which they or their associates have relevant interests is 5% or more of the total number of votes attached to all our voting shares. The concepts of ‘associate’ and ‘relevant interest’ are broadly defined in the Corporations Act and investors are advised to seek their own advice on their scope. In general terms, a person will have a relevant interest in a share if they: a. are the holder of that share; b. have power to exercise, or control the exercise of, a right to vote attached to that share; or c. have power to dispose of, or control the exercise of a power to dispose of, that share. It does not matter how remote the relevant interest is or how it arises. If two or more persons can jointly exercise any one of these powers, each of them is taken to have that power. Nor does it matter that the power or control is express or implied, formal or informal, exercisable either alone or jointly with someone else. The American Depositary Shares (ADS) agreement There is a Deposit Agreement between The Bank of New York Mellon as Depositary, and Westpac, and the record holders from time to time of all ADS. Holders of our ADS are subject to the foregoing limitations on the rights of non- residents or non-citizens of Australia to own or vote Westpac shares. Record holders of ADS are required by the Deposit Agreement to comply with our requests for information as to the capacity in which such holders own ADS and related ordinary shares as well as to the identity of any other person interested in such ADS and related ordinary shares and the nature of such interest. Enforceability of foreign judgments in Australia We are an Australian public corporation with limited liability. All of our Directors and Executive Officers reside outside the US. Substantially all or a substantial portion of the assets of all or many of such persons are located outside the US. As a result, it may not be possible for investors to effect service of process within the US upon such persons or to enforce against them judgments obtained in US courts predicated upon the civil liability provisions of the federal securities laws of the US. There may be doubt as to the enforceability in Australia, in original actions or in actions for enforcement of judgments of US courts, of civil liabilities predicated upon the federal securities laws of the US. Taxation Australian taxation The following discussion is a summary of certain Australian taxation implications of the ownership and disposition of ordinary shares (including ADS) for shareholders holding their shares on capital account. This discussion is based on the laws in force at the date of the Annual Report and the Convention between the Government of Australia and the Government of the United States of America for the Avoidance of Double Taxation and The Prevention of Fiscal Evasion with Respect to Taxes on Income (the Tax Treaty), and is subject to any changes in Australian law and any change in the Tax Treaty occurring after that date. This discussion is intended only as a descriptive summary and does not purport to be a complete analysis of all the potential Australian tax implications of owning and disposing of ordinary shares. The specific tax position of each investor will determine the applicable Australian income tax implications for that investor and we recommend that investors consult their own tax advisers concerning the implications of owning and disposing of ordinary shares. Taxation of dividends Under the Australian dividend imputation system, Australian tax paid at the company level is imputed (or allocated) to shareholders by means of imputation credits (also called franking credits) which attach to dividends paid by the company to the shareholder. Such dividends are termed ‘franked dividends’. When an Australian resident individual shareholder receives a franked dividend, the shareholder receives a tax offset to the extent of the franking credits, which can be offset against the Australian income tax payable by the shareholder. An Australian resident shareholder may, in certain circumstances, be entitled to a refund of excess franking. The extent to which a dividend is franked typically depends upon a company’s available franking credits at the time of payment of the dividend. Accordingly, a dividend paid to a shareholder may be wholly or partly franked or wholly unfranked. Fully franked dividends paid to non-resident shareholders are exempt from Australian dividend withholding tax. Dividends paid to a non-resident shareholder which are not fully franked are subject to dividend withholding tax at the rate of 30% (unless reduced by a double tax treaty) to the extent they are unfranked. In the case of residents of the US who are entitled to the benefits of the Tax Treaty and are beneficially entitled to the dividends, the rate is reduced to 15% under the Tax Treaty, provided the shares are not effectively connected with a permanent establishment or a fixed base of the non-resident in Australia through which the non-resident carries on business in Australia or provides independent personal services. In the case of residents of the US that have a permanent establishment or fixed base in Australia where the shares in respect of which the dividends are paid are attributable to that permanent establishment or fixed base, there is no dividend withholding tax. Rather, such dividends will be taxed on a net assessment basis and, where the dividends are franked, entitlement to a tax offset may arise. income tax. Fully franked dividends paid to non-resident shareholders and dividends that have been subject to dividend withholding tax should not be subject to any further Australian There are circumstances where a shareholder may not be entitled to the benefit of franking credits. The application of these rules depends upon the shareholder’s own circumstances, including the period during which the shares are held and the extent to which the shareholder is ‘at risk’ in relation to their shareholding. Gain or loss on disposition of shares Generally, any profit made by a resident shareholder on disposal of shares will be subject to capital gains tax. However, if the shareholder is regarded as a trader or speculator, or carries on a business of investing for profit, any profits may be taxed as ordinary income. A discount may be available on capital gains on shares held for 12 months or more by Australian resident individuals, trusts or complying superannuation entities. The discount is one half for individuals and trusts, and one third for complying superannuation entities. Companies are not eligible for the capital gains tax discount. For shares Shareholding information United States taxation The following discussion is a summary of certain US federal income tax implications of the ownership and disposition of ordinary shares (including ADS) by US holders (as defined below) that hold the ordinary shares as capital assets. This discussion is based on the US Internal Revenue Code of 1986, as amended, its legislative history, existing and proposed regulations, published rulings and court decisions, and the Tax Treaty, all as currently in effect and all of which are subject to change, possibly on a retroactive basis. This discussion is intended only as a descriptive summary. It does not purport to be a complete analysis of all the potential US federal income tax consequences of owning and disposing of ordinary shares and does not address US federal income tax considerations that may be relevant to US holders subject to special treatment under US federal income tax law (such as banks, insurance companies, real estate investment trusts, regulated investment companies, dealers in securities, brokers, tax-exempt entities, retirement plans, certain former citizens or residents of the US, persons holding ordinary shares as part of a straddle, hedge, conversion or other integrated transaction, persons that have a ‘functional currency’ other than the US dollar, persons that own 10% or more (by voting power) of our stock, persons that generally mark their securities to market for US federal income tax purposes or persons that receive ordinary shares as compensation). As this is a complex area, we recommend investors consult their own tax advisers concerning the US federal, state and/or local implications of owning and disposing of ordinary shares. For the purposes of this discussion you are a US holder if you are a beneficial owner of ordinary shares and you are for US federal income tax purposes: an individual who is a citizen or resident of the US;     acquired prior to 21 September 1999, an alternative basis of calculation of the capital gain may be available which allows a corporation created or organised in or under the laws of the US or any state thereof or the District of the use of an indexation formula. Columbia; Normal rates of income tax would apply to capital gains so an estate, the income of which is subject to US federal calculated. Any capital loss can only be offset against capital income taxation regardless of its source; or gains. Excess capital losses may be able to be carried forward for offset against future capital gains. Generally, subject to two exceptions, a non-resident disposing of shares in an Australian public company who holds those shares on capital account will be free from income tax in Australia. The main exceptions are:   shares held as part of a trade or business conducted through a permanent establishment in Australia. In such a case, any profit on disposal would be assessable to tax. Losses may give rise to capital losses or be otherwise deductible; and shares held in companies where the shareholder and its associates have held at the time of disposal (or at least 12 months in the 24 months prior to disposal) a holding of 10% or more in the company and more than 50% of the company’s assets are represented by interests in Australian real property (which is unlikely to be the case for Westpac). In such a case, capital gains tax would apply. a trust, if a US court can exercise primary supervision over the trust’s administration and one or more US persons are authorised to control all substantial decisions of the trust, or certain electing trusts that were in existence on 19 August 1996 and were treated as domestic trusts on that date. If an entity treated as a partnership for US federal income tax purposes owns the ordinary shares, the US federal income tax implications of the ownership and disposition of ordinary shares will generally depend upon the status and activities of such partnership and its partners. Such an entity should consult its own tax adviser concerning the US federal income tax implications to it and its partners of owning and disposing of ordinary shares. Taxation of dividends If you are a US holder, you must include in your income as a dividend, the gross amount of any distributions paid by us out of our current or accumulated earnings and profits (as determined for US federal income tax purposes) without reduction for any Australian tax withheld from such 286 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 287 without prior approval from the Treasurer of Australia. A Enforceability of foreign judgments in Australia Shareholding information person’s stake in a financial sector company is equal to the aggregate of the person’s voting power in the company and the voting power of the person’s associates. The concept of voting power is broadly defined. The Treasurer may approve a higher percentage stake if the Treasurer is satisfied that it is in the national interest to do so. In addition, even if a person’s stake in a financial sector company does not exceed the 15% limit, the Treasurer has the power to declare that a person has ‘practical control’ of a financial sector company and require the person to relinquish that control or reduce their stake in that company. Corporations Act 2001 The Corporations Act 2001 (Cth) prohibits any person (including a corporation) from acquiring a relevant interest in our voting shares if, after the acquisition, that person or any other person would be entitled to exercise more than 20% of the voting power in our shares. The prohibition is subject to certain limited exceptions. In addition, under the Corporations Act, a person is required to give a notice to us and to the ASX providing certain prescribed information, including their name, address and details of their relevant interests in our voting shares if they begin to have, or cease to have, a substantial holding in us, or if they already have a substantial holding and there is a movement of at least 1% in their holding. Such notice must, generally, be provided within two business days after the person becomes aware of that information. A person will have a substantial holding if the total votes attached to our voting shares in which they or their associates have relevant interests is 5% or more of the total number of votes attached to all our voting shares. The concepts of ‘associate’ and ‘relevant interest’ are broadly defined in the Corporations Act and investors are advised to seek their own advice on their scope. In general terms, a person will have a relevant interest in a share if they: a. are the holder of that share; b. have power to exercise, or control the exercise of, a right to vote attached to that share; or It does not matter how remote the relevant interest is or how it arises. If two or more persons can jointly exercise any one of these powers, each of them is taken to have that power. Nor does it matter that the power or control is express or implied, formal or informal, exercisable either alone or jointly with someone else. The American Depositary Shares (ADS) agreement There is a Deposit Agreement between The Bank of New York Mellon as Depositary, and Westpac, and the record holders from time to time of all ADS. Holders of our ADS are subject to the foregoing limitations on the rights of non- residents or non-citizens of Australia to own or vote Westpac shares. Record holders of ADS are required by the Deposit Agreement to comply with our requests for information as to the capacity in which such holders own ADS and related ordinary shares as well as to the identity of any other person interested in such ADS and related ordinary shares and the nature of such interest. We are an Australian public corporation with limited liability. All of our Directors and Executive Officers reside outside the US. Substantially all or a substantial portion of the assets of all or many of such persons are located outside the US. As a result, it may not be possible for investors to effect service of process within the US upon such persons or to enforce against them judgments obtained in US courts predicated upon the civil liability provisions of the federal securities laws of the US. There may be doubt as to the enforceability in Australia, in original actions or in actions for enforcement of judgments of US courts, of civil liabilities predicated upon the federal securities laws of the US. Taxation Australian taxation The following discussion is a summary of certain Australian taxation implications of the ownership and disposition of ordinary shares (including ADS) for shareholders holding their shares on capital account. This discussion is based on the laws in force at the date of the Annual Report and the Convention between the Government of Australia and the Government of the United States of America for the Avoidance of Double Taxation and The Prevention of Fiscal Evasion with Respect to Taxes on Income (the Tax Treaty), and is subject to any changes in Australian law and any change in the Tax Treaty occurring after that date. This discussion is intended only as a descriptive summary and does not purport to be a complete analysis of all the potential Australian tax implications of owning and disposing of ordinary shares. The specific tax position of each investor will determine the applicable Australian income tax implications for that investor and we recommend that investors consult their own tax advisers concerning the implications of owning and disposing of ordinary shares. Taxation of dividends Under the Australian dividend imputation system, Australian tax paid at the company level is imputed (or allocated) to shareholders by means of imputation credits (also called franking credits) which attach to dividends paid by the company to the shareholder. Such dividends are termed When an Australian resident individual shareholder receives a franked dividend, the shareholder receives a tax offset to the extent of the franking credits, which can be offset against the Australian income tax payable by the shareholder. An Australian resident shareholder may, in certain circumstances, be entitled to a refund of excess franking. The extent to which a dividend is franked typically depends upon a company’s available franking credits at the time of payment of the dividend. Accordingly, a dividend paid to a shareholder may be wholly or partly franked or wholly unfranked. Fully franked dividends paid to non-resident shareholders are exempt from Australian dividend withholding tax. Dividends paid to a non-resident shareholder which are not fully franked are subject to dividend withholding tax at the rate of 30% (unless reduced by a double tax treaty) to the extent they are unfranked. In the case of residents of the US who are entitled to the benefits of the Tax Treaty and are beneficially entitled to the dividends, the rate is reduced to c. have power to dispose of, or control the exercise of a ‘franked dividends’. power to dispose of, that share. 15% under the Tax Treaty, provided the shares are not effectively connected with a permanent establishment or a fixed base of the non-resident in Australia through which the non-resident carries on business in Australia or provides independent personal services. In the case of residents of the US that have a permanent establishment or fixed base in Australia where the shares in respect of which the dividends are paid are attributable to that permanent establishment or fixed base, there is no dividend withholding tax. Rather, such dividends will be taxed on a net assessment basis and, where the dividends are franked, entitlement to a tax offset may arise. Fully franked dividends paid to non-resident shareholders and dividends that have been subject to dividend withholding tax should not be subject to any further Australian income tax. There are circumstances where a shareholder may not be entitled to the benefit of franking credits. The application of these rules depends upon the shareholder’s own circumstances, including the period during which the shares are held and the extent to which the shareholder is ‘at risk’ in relation to their shareholding. Gain or loss on disposition of shares Generally, any profit made by a resident shareholder on disposal of shares will be subject to capital gains tax. However, if the shareholder is regarded as a trader or speculator, or carries on a business of investing for profit, any profits may be taxed as ordinary income. A discount may be available on capital gains on shares held for 12 months or more by Australian resident individuals, trusts or complying superannuation entities. The discount is one half for individuals and trusts, and one third for complying superannuation entities. Companies are not eligible for the capital gains tax discount. For shares acquired prior to 21 September 1999, an alternative basis of calculation of the capital gain may be available which allows the use of an indexation formula. Normal rates of income tax would apply to capital gains so calculated. Any capital loss can only be offset against capital gains. Excess capital losses may be able to be carried forward for offset against future capital gains. Generally, subject to two exceptions, a non-resident disposing of shares in an Australian public company who holds those shares on capital account will be free from income tax in Australia. The main exceptions are:  shares held as part of a trade or business conducted through a permanent establishment in Australia. In such a case, any profit on disposal would be assessable to tax. Losses may give rise to capital losses or be otherwise deductible; and  shares held in companies where the shareholder and its associates have held at the time of disposal (or at least 12 months in the 24 months prior to disposal) a holding of 10% or more in the company and more than 50% of the company’s assets are represented by interests in Australian real property (which is unlikely to be the case for Westpac). In such a case, capital gains tax would apply. Shareholding information United States taxation The following discussion is a summary of certain US federal income tax implications of the ownership and disposition of ordinary shares (including ADS) by US holders (as defined below) that hold the ordinary shares as capital assets. This discussion is based on the US Internal Revenue Code of 1986, as amended, its legislative history, existing and proposed regulations, published rulings and court decisions, and the Tax Treaty, all as currently in effect and all of which are subject to change, possibly on a retroactive basis. This discussion is intended only as a descriptive summary. It does not purport to be a complete analysis of all the potential US federal income tax consequences of owning and disposing of ordinary shares and does not address US federal income tax considerations that may be relevant to US holders subject to special treatment under US federal income tax law (such as banks, insurance companies, real estate investment trusts, regulated investment companies, dealers in securities, brokers, tax-exempt entities, retirement plans, certain former citizens or residents of the US, persons holding ordinary shares as part of a straddle, hedge, conversion or other integrated transaction, persons that have a ‘functional currency’ other than the US dollar, persons that own 10% or more (by voting power) of our stock, persons that generally mark their securities to market for US federal income tax purposes or persons that receive ordinary shares as compensation). As this is a complex area, we recommend investors consult their own tax advisers concerning the US federal, state and/or local implications of owning and disposing of ordinary shares. For the purposes of this discussion you are a US holder if you are a beneficial owner of ordinary shares and you are for US federal income tax purposes:     an individual who is a citizen or resident of the US; a corporation created or organised in or under the laws of the US or any state thereof or the District of Columbia; an estate, the income of which is subject to US federal income taxation regardless of its source; or a trust, if a US court can exercise primary supervision over the trust’s administration and one or more US persons are authorised to control all substantial decisions of the trust, or certain electing trusts that were in existence on 19 August 1996 and were treated as domestic trusts on that date. If an entity treated as a partnership for US federal income tax purposes owns the ordinary shares, the US federal income tax implications of the ownership and disposition of ordinary shares will generally depend upon the status and activities of such partnership and its partners. Such an entity should consult its own tax adviser concerning the US federal income tax implications to it and its partners of owning and disposing of ordinary shares. 4 Taxation of dividends If you are a US holder, you must include in your income as a dividend, the gross amount of any distributions paid by us out of our current or accumulated earnings and profits (as determined for US federal income tax purposes) without reduction for any Australian tax withheld from such 286 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 287 Shareholding information distribution. We have not maintained and do not plan to maintain calculations of earnings and profits for US federal income tax purposes, and as a result, you may need to include the entire amount of any distribution in income as a dividend. If you are a non-corporate US holder, dividends paid to you that constitute qualified dividend income may be taxable to you at a preferential tax rate so long as certain holding period and other requirements are met. Dividends we pay with respect to the ordinary shares generally will be qualified dividend income. Each non-corporate US holder should consult their own tax advisor regarding the possible applicability of the reduced tax rate and the related restrictions and special rules. Dividends paid by us constitute ordinary income that must generally be included in income when actually or constructively received. Such dividends will not be eligible for the dividends-received deduction generally allowed to corporate shareholders with respect to dividends received from US corporations. The amount of the dividend that you must include in your income as a US holder will be the US dollar value of the Australian dollar payments made, determined at the spot Australian dollar/US dollar rate on the date the dividend distribution is included in your income, regardless of whether the payment is in fact converted into US dollars. Generally, any gain or loss resulting from currency exchange fluctuations during the period from the date you include the dividend payment in income to the date you convert the payment into US dollars will be treated as ordinary income or loss and will not be eligible for the special tax rate applicable to qualified dividend income. This gain or loss generally will be income from sources within the US for foreign tax credit limitation purposes. Distributions on an ordinary share in excess of current and accumulated earnings and profits, as determined for US federal income tax purposes, will be treated as a non-taxable return of capital to the extent of your basis in such ordinary share and thereafter as capital gain. Subject to certain limitations, Australian tax withheld in accordance with the Tax Treaty and paid over to Australia may be claimed as a foreign tax credit against your US federal income tax liability. Special rules apply in determining the foreign tax credit limitation with respect to dividends that are subject to a preferential tax rate. A US holder that does not elect to claim a US foreign tax credit for Australian income tax withheld may instead claim a deduction for such withheld tax, but only for a taxable year in which the US holder elects to do so with respect to all non- US income taxes paid or accrued in such taxable year. Dividends paid by us generally will be income from sources outside the US for foreign tax credit limitation purposes. Under the foreign tax credit rules, dividends will, depending on your circumstances, be ‘passive category’ or ‘general category’ income for purposes of computing the foreign tax credit. The rules relating to US foreign tax credits are very complex, and each US holder should consult its own tax adviser regarding the application of such rules. Taxation of capital gains If you sell, exchange or otherwise dispose of your ordinary shares, you will generally recognise a capital gain or loss for US federal income tax purposes equal to the difference between the US dollar value of the amount that you realise and your tax basis, determined in US dollars, in your ordinary shares. A capital gain of a non-corporate US holder is generally taxed at a reduced rate if the holder has a holding period greater than one year. The deductibility of capital losses is subject to limitations. Such capital gain or loss generally will be income from sources within the US, for foreign tax credit limitation purposes. Medicare tax In addition to regular US federal income tax, certain US holders that are individuals, estates or trusts are subject to a 3.8% tax on all or a portion of their ‘net investment income’, which may include all or a portion of their dividend income and net gain from the sale, exchange or other disposition of their ordinary shares. Passive foreign investment company considerations We believe that we will not be treated as a passive foreign investment company (PFIC) for US federal income tax purposes, and this discussion assumes we are not a PFIC. However, the determination as to whether we are a PFIC is made annually at the end of each taxable year and therefore could change. If we were to be treated as a PFIC, a US holder of ordinary shares could be subject to certain adverse tax consequences. Disclosure requirements for specified foreign financial assets Individual US holders (and certain US entities specified in US Internal Revenue Service (IRS) guidance) who, during any taxable year, hold any interest in any specified foreign financial asset, generally will be required to file with their US federal income tax returns certain information on IRS Form 8938 if the aggregate value of all such assets exceeds certain specified amounts. ‘Specified foreign financial asset’ generally includes any financial account maintained with a non-US financial institution and may also include the ordinary shares if they are not held in an account maintained with a financial institution. Substantial penalties may be imposed, and the period of limitations on assessment and collection of US federal income taxes may be extended, in the event of a failure to comply. US holders should consult their own tax advisers as to the possible application to them of this filing requirement. Information reporting and backup withholding Under certain circumstances, information reporting and/or backup withholding may apply to US holders with respect to payments on or the proceeds from the sale, exchange or other disposition of the ordinary shares, unless an applicable exemption is satisfied. Backup withholding is not an additional tax. Any amounts withheld under the backup withholding rules generally will be allowed as a refund or credit against a US holder’s US federal income tax liability if the required information is furnished by the US holder on a timely basis to the IRS. Our constitution Overview We were incorporated in 1850 under the Bank of New South Wales Act, a special piece of legislation passed by the New South Wales Parliament at a time when there was no general companies’ legislation in Australia. On 23 August 2002, Westpac became registered under the Corporations Act 2001 (Cth) as a public company limited by shares. As part of the process of becoming a company regulated under the Corporations Act, shareholders adopted a new constitution at the AGM on 15 December 2000, which came into operation on 23 August 2002. Our constitution has been subsequently amended by shareholders on 15 December 2005, 13 December 2007 and 13 December 2012. Our objects and purposes Our constitution does not contain a statement of our objects and purposes. As a company regulated by the Corporations Act, we have the legal capacity and powers of an individual both within and outside Australia, and all the powers of a body corporate, including the power to issue and cancel shares, to issue debentures, to distribute our property among our equity holders (either in kind or otherwise), to give security by charging our uncalled capital, to grant a floating charge over our property and to do any other act permitted by any law. Directors’ voting powers Under clause 9.11(a) of our constitution, subject to complying with the Corporations Act regarding disclosure of and voting on matters involving material personal interests, our Directors may: that of auditor; a. hold any office or place of profit in our company, except or in which it has an interest of any kind; c. enter into any contract or arrangement with our company; d. participate in any association, institution, fund, trust or scheme for past or present employees or directors of our company or persons dependent on or connected with them; e. act in a professional capacity (or be a member of a firm that acts in a professional capacity) for our company, except as auditor; and f. participate in, vote on and be counted in a quorum for any meeting, resolution or decision of the Directors and be present at any meeting where any matter is being considered by the Directors. Under clause 9.11(b) of our constitution, a Director may do any of the above despite the fiduciary relationship of the Director’s office: a. without any liability to account to our company for any direct or indirect benefit accruing to the Director; and Additional information b. without affecting the validity of any contract or arrangement. Under the Corporations Act, however, a Director who has a material personal interest in any matter to be considered at any Board meeting must not be present while the matter is being considered or vote on the matter, unless the other Directors resolve to allow that Director to be present and vote or a declaration is made by ASIC permitting that Director to participate and vote. These restrictions do not apply to a limited range of matters set out in section 191(2) of the Corporations Act, where the Director’s interest: a. arises because the Director is a shareholder of the company and is held in common with other shareholders; b. arises in relation to the Director’s remuneration as a Director of the company; c. relates to a contract the company is proposing to enter into that is subject to shareholder approval and will not impose obligations on the company if not approved by shareholders; d. arises merely because the Director is a guarantor or has given an indemnity or security for all or part of a loan (or proposed loan) to the company; e. arises merely because the Director has a right of subrogation in relation to a guarantee or indemnity referred to in (d); f. relates to a contract that insures, or would insure, the Director against liabilities the Director incurs as an officer of the company (but only if the contract does not make the company or related body corporate the insurer); g. relates to any payment by the company or a related body corporate in respect of certain indemnities permitted by the Corporations Act or any contract h. is in a contract or proposed contract with, or for the benefit of, or on behalf of, a related body corporate and arises merely because the Director is a Director of that related body corporate. If there are not enough Directors to form a quorum for the Board meeting because of Directors’ interests in a particular matter, a general meeting for shareholders may be called to consider the matter and interested Directors are entitled to vote on any proposal to requisition such a meeting. Under clause 9.7 of our constitution, the maximum aggregate amount of annual remuneration to be paid to our Non-executive Directors must be approved by our shareholders. This aggregate amount is paid to the Non-executive Directors in such manner as the Board from time to time determines. Directors’ remuneration is one of the exceptions under section 191 of the Corporations Act to the prohibitions against being present and voting on any matter in which a Director has a material personal interest. b. hold any office or place of profit in any other company, body corporate, trust or entity promoted by our company relating to such an indemnity; or 288 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 289 Shareholding information distribution. We have not maintained and do not plan to between the US dollar value of the amount that you realise maintain calculations of earnings and profits for US federal and your tax basis, determined in US dollars, in your income tax purposes, and as a result, you may need to ordinary shares. A capital gain of a non-corporate US holder include the entire amount of any distribution in income as a is generally taxed at a reduced rate if the holder has a dividend. If you are a non-corporate US holder, dividends holding period greater than one year. The deductibility of paid to you that constitute qualified dividend income may be capital losses is subject to limitations. Such capital gain or taxable to you at a preferential tax rate so long as certain loss generally will be income from sources within the US, for holding period and other requirements are met. Dividends foreign tax credit limitation purposes. we pay with respect to the ordinary shares generally will be qualified dividend income. Each non-corporate US holder should consult their own tax advisor regarding the possible applicability of the reduced tax rate and the related restrictions and special rules. Dividends paid by us constitute ordinary income that must generally be included in income when actually or constructively received. Such dividends will not be eligible for the dividends-received deduction generally allowed to corporate shareholders with respect to dividends received from US corporations. The amount of the dividend that you must include in your income as a US holder will be the US dollar value of the Australian dollar payments made, determined at the spot Australian dollar/US dollar rate on the date the dividend distribution is included in your income, regardless of whether the payment is in fact converted into US dollars. Generally, any gain or loss resulting from currency exchange fluctuations during the period from the date you include the dividend payment in income to the date you convert the payment into US dollars will be treated as ordinary income or loss and will not be eligible for the special tax rate applicable to qualified dividend income. This gain or loss generally will be income from sources within the US for foreign tax credit limitation purposes. Distributions on an ordinary share in excess of current and accumulated earnings and profits, as determined for US federal income tax purposes, will be treated as a non-taxable return of capital to the extent of your basis in such ordinary share and thereafter as capital gain. Subject to certain limitations, Australian tax withheld in accordance with the Tax Treaty and paid over to Australia may be claimed as a foreign tax credit against your US federal income tax liability. Special rules apply in determining the foreign tax credit limitation with respect to dividends that are subject to a preferential tax rate. A US holder that does not elect to claim a US foreign tax credit for Australian income tax withheld may instead claim a deduction for such withheld tax, but only for a taxable year in which the US holder elects to do so with respect to all non- US income taxes paid or accrued in such taxable year. Dividends paid by us generally will be income from sources outside the US for foreign tax credit limitation purposes. Under the foreign tax credit rules, dividends will, depending on your circumstances, be ‘passive category’ or ‘general category’ income for purposes of computing the foreign tax credit. The rules relating to US foreign tax credits are very complex, and each US holder should consult its own tax adviser regarding the application of such rules. Taxation of capital gains If you sell, exchange or otherwise dispose of your ordinary shares, you will generally recognise a capital gain or loss for US federal income tax purposes equal to the difference Medicare tax In addition to regular US federal income tax, certain US holders that are individuals, estates or trusts are subject to a 3.8% tax on all or a portion of their ‘net investment income’, which may include all or a portion of their dividend income and net gain from the sale, exchange or other disposition of their ordinary shares. Passive foreign investment company considerations We believe that we will not be treated as a passive foreign investment company (PFIC) for US federal income tax purposes, and this discussion assumes we are not a PFIC. However, the determination as to whether we are a PFIC is made annually at the end of each taxable year and therefore could change. If we were to be treated as a PFIC, a US holder of ordinary shares could be subject to certain adverse tax consequences. Disclosure requirements for specified foreign financial assets Individual US holders (and certain US entities specified in US Internal Revenue Service (IRS) guidance) who, during any taxable year, hold any interest in any specified foreign financial asset, generally will be required to file with their US federal income tax returns certain information on IRS Form 8938 if the aggregate value of all such assets exceeds certain specified amounts. ‘Specified foreign financial asset’ generally includes any financial account maintained with a non-US financial institution and may also include the ordinary shares if they are not held in an account maintained with a financial institution. Substantial penalties may be imposed, and the period of limitations on assessment and collection of US federal income taxes may be extended, in the event of a failure to comply. US holders should consult their own tax advisers as to the possible application to them of this filing requirement. Information reporting and backup withholding Under certain circumstances, information reporting and/or backup withholding may apply to US holders with respect to payments on or the proceeds from the sale, exchange or other disposition of the ordinary shares, unless an applicable exemption is satisfied. Backup withholding is not an additional tax. Any amounts withheld under the backup withholding rules generally will be allowed as a refund or credit against a US holder’s US federal income tax liability if the required information is furnished by the US holder on a timely basis to the IRS. Our constitution Overview We were incorporated in 1850 under the Bank of New South Wales Act, a special piece of legislation passed by the New South Wales Parliament at a time when there was no general companies’ legislation in Australia. On 23 August 2002, Westpac became registered under the Corporations Act 2001 (Cth) as a public company limited by shares. As part of the process of becoming a company regulated under the Corporations Act, shareholders adopted a new constitution at the AGM on 15 December 2000, which came into operation on 23 August 2002. Our constitution has been subsequently amended by shareholders on 15 December 2005, 13 December 2007 and 13 December 2012. Our objects and purposes Our constitution does not contain a statement of our objects and purposes. As a company regulated by the Corporations Act, we have the legal capacity and powers of an individual both within and outside Australia, and all the powers of a body corporate, including the power to issue and cancel shares, to issue debentures, to distribute our property among our equity holders (either in kind or otherwise), to give security by charging our uncalled capital, to grant a floating charge over our property and to do any other act permitted by any law. Directors’ voting powers Under clause 9.11(a) of our constitution, subject to complying with the Corporations Act regarding disclosure of and voting on matters involving material personal interests, our Directors may: a. hold any office or place of profit in our company, except that of auditor; b. hold any office or place of profit in any other company, body corporate, trust or entity promoted by our company or in which it has an interest of any kind; c. enter into any contract or arrangement with our company; d. participate in any association, institution, fund, trust or scheme for past or present employees or directors of our company or persons dependent on or connected with them; e. act in a professional capacity (or be a member of a firm that acts in a professional capacity) for our company, except as auditor; and f. participate in, vote on and be counted in a quorum for any meeting, resolution or decision of the Directors and be present at any meeting where any matter is being considered by the Directors. Under clause 9.11(b) of our constitution, a Director may do any of the above despite the fiduciary relationship of the Director’s office: a. without any liability to account to our company for any direct or indirect benefit accruing to the Director; and Additional information b. without affecting the validity of any contract or arrangement. Under the Corporations Act, however, a Director who has a material personal interest in any matter to be considered at any Board meeting must not be present while the matter is being considered or vote on the matter, unless the other Directors resolve to allow that Director to be present and vote or a declaration is made by ASIC permitting that Director to participate and vote. These restrictions do not apply to a limited range of matters set out in section 191(2) of the Corporations Act, where the Director’s interest: a. arises because the Director is a shareholder of the company and is held in common with other shareholders; b. arises in relation to the Director’s remuneration as a Director of the company; c. relates to a contract the company is proposing to enter into that is subject to shareholder approval and will not impose obligations on the company if not approved by shareholders; d. arises merely because the Director is a guarantor or has given an indemnity or security for all or part of a loan (or proposed loan) to the company; e. arises merely because the Director has a right of subrogation in relation to a guarantee or indemnity referred to in (d); f. g. h. relates to a contract that insures, or would insure, the Director against liabilities the Director incurs as an officer of the company (but only if the contract does not make the company or related body corporate the insurer); relates to any payment by the company or a related body corporate in respect of certain indemnities permitted by the Corporations Act or any contract relating to such an indemnity; or is in a contract or proposed contract with, or for the benefit of, or on behalf of, a related body corporate and arises merely because the Director is a Director of that related body corporate. If there are not enough Directors to form a quorum for the Board meeting because of Directors’ interests in a particular matter, a general meeting for shareholders may be called to consider the matter and interested Directors are entitled to vote on any proposal to requisition such a meeting. Under clause 9.7 of our constitution, the maximum aggregate amount of annual remuneration to be paid to our Non-executive Directors must be approved by our shareholders. This aggregate amount is paid to the Non-executive Directors in such manner as the Board from time to time determines. Directors’ remuneration is one of the exceptions under section 191 of the Corporations Act to the prohibitions against being present and voting on any matter in which a Director has a material personal interest. 4 288 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 289 Additional information Directors’ borrowing powers Clause 10.2 of our constitution empowers our Directors, as a Board, to exercise all the powers of Westpac to borrow or raise money, to charge any property or business of Westpac or all or any of its uncalled capital and to issue debentures or give any other security for a debt, liability or obligation of Westpac or of any other person. Such powers may only be changed by amending the constitution, which requires a special resolution (that is, a resolution passed by at least 75% of the votes cast by members entitled to vote on the resolution and for which notice has been given in accordance with the Corporations Act). Minimum number of Directors Our constitution requires that the minimum number of Directors is determined in accordance with the Corporations Act or other regulations. Currently the Corporations Act prescribes three as a minimum number of Directors and APRA governance standards specify five as the minimum number of Directors for APRA regulated entities. Westpac’s current number of Directors is above these prescribed minimums. Share rights The rights attaching to our ordinary shares are set out in the Corporations Act and in our constitution, and may be summarised as follows: a) Profits and dividends Holders of ordinary shares are entitled to receive such dividends on those shares as may be determined by our Directors from time to time. Dividends that are paid but not claimed may be invested by our Directors for the benefit of Westpac until claimed or required to be dealt with in accordance with any law relating to unclaimed monies. Our constitution requires that dividends be paid out of our profits. In addition, under the Corporations Act, Westpac must not pay a dividend unless our assets exceed our liabilities immediately before the dividend is declared and the excess is sufficient for payment of the dividend. In addition, the payment must be fair and reasonable to the company’s shareholders and must not materially prejudice our ability to pay our creditors. Subject to the Corporations Act, the constitution, the rights of persons (if any) entitled to shares with special rights to dividend and any contrary terms of issue of or applying to any shares, our Directors may determine that a dividend is payable, fix the amount and the time for payment and authorise the payment or crediting by Westpac to, or at the direction of, each shareholder entitled to that dividend. If any dividends are returned unclaimed, we are generally obliged, under the Banking Act 1959 (Cth), to hold those amounts as unclaimed monies for a period of seven years. If at the end of that period the monies remain unclaimed by the shareholder concerned, we must submit an annual unclaimed money return to the Australian Securities and Investment Commission by 31 March each year containing the unclaimed money as at 31 December of the previous year. Upon such payment being made, we are discharged from further liability in respect of that amount. Our Directors may, before paying any dividend, set aside out of our profits such sums as they think proper as reserves, to be applied, at the discretion of our Directors, for any purpose for which the profits may be properly applied. Our Directors may carry forward so much of the profits remaining as they consider ought not to be distributed as dividends without transferring those profits to a reserve. The following restrictions apply to our ability to declare and/or pay dividends: (i) if the payment of the dividend would breach or cause a breach by us of applicable capital adequacy or other supervisory requirements of APRA, including the capital conservation buffer. Currently, one such requirement is that a dividend should not be paid without APRA’s prior consent if payment of that dividend, after taking into account all other dividends (if any) paid on our shares and payments on more senior capital instruments, in the preceding 12 consecutive months to which they relate, would cause the aggregate of such dividend payments to exceed our after tax earnings for the preceding 12 consecutive months, as reflected in our relevant audited consolidated financial statements; and (ii) if, under the Banking Act 1959 (Cth), we are directed by APRA not to pay a dividend; (iii) if the declaration or payment of the dividend would result in us becoming insolvent; or (iv) if any interest payment, dividend, redemption payment Convening general meetings or other distribution on certain Additional Tier 1 securities issued by the Group is not paid in accordance with the terms of those securities, we may be restricted from declaring and/or paying dividends on ordinary shares. This restriction is subject to a number of exceptions. b) Voting rights Holders of our fully paid ordinary shares have, at general meetings, one vote on a show of hands and, upon a poll, one vote for each fully paid share held by them. c) Voting and re-election of Directors Under our constitution, at each AGM one-third of eligible Directors (or if their number is not a multiple of three, the number nearest to one-third) and any other Director who has held office for three years or more since the Director’s last election, must retire from office. In determining the number of Directors to retire, no account is to be taken of a Director who holds office in order to fill a casual vacancy or the Managing Director. A retiring Director holds office until the conclusion of the meeting at which that Director retires but is eligible for re-election at the meeting. Under the ASX Listing Rules, no Director of a listed entity, apart from the Managing Director, may continue to hold office, without offering himself or herself for re-election, past the third AGM following their appointment or three years, whichever is the longer. Additional information Substantial shareholder disclosure There is no provision in our constitution that requires a shareholder to disclose the extent of their ownership of our shares. Under the Corporations Act, however, any person who begins or ceases to have a substantial holding of our shares must notify us within two business days after they become aware of that information. A further notice must be given to us if there is an increase or decrease of 1% in a person’s substantial holding. Copies of these notices must also be given to the ASX. A person has a substantial holding of our shares if the total votes attached to our voting shares in which they or their associates have relevant interests is 5% or more of the total number of votes attached to all our voting shares. For more details, refer to the section ‘Corporations Act 2001’. We also have a statutory right under the Corporations Act to trace the beneficial ownership of our shares by giving a direction to a shareholder, or certain other persons, requiring disclosure to us of, among other things, their own relevant interest in our shares and the name and address of each other person who has a relevant interest in those shares, the nature and extent of that interest and the circumstances that gave rise to that other person’s interest. Such disclosure must, except in certain limited circumstances, be provided within two business days after the direction is received. Australian Company and Business Numbers All Australian companies have a unique nine-digit identifier, referred to as an Australian Company Number (ACN), which must be included on public documents, eligible negotiable instruments and the company’s common seal. In addition, entities can apply for registration on the Australian Business Register and be allocated a unique eleven-digit identifier known as an Australian Business Number (ABN). For Australian companies, the last nine digits of their ABN are identical to their ACN. The ABN may be quoted on documents in lieu of the ACN. Our ACN is 007 457 141 and our ABN is 33 007 457 141. Documents on display We are subject to the disclosure requirements of the US Securities Exchange Act of 1934, as amended. In accordance with these requirements, we file Annual Reports with, and furnish other information to, the US Securities & Exchange Commission (SEC). The SEC also maintains a website at www.sec.gov that contains reports, proxy statements and other information regarding registrants that file electronically with the SEC. Since April 2002, we have filed our reports on Form 20-F and have furnished other information to the SEC in electronic format which may be accessed through this website. Under the Corporations Act, the election or re-election of each Director by shareholders at a general meeting of a public company must proceed as a separate item, unless the shareholders first resolve that the elections or re-elections may be voted on collectively. A resolution to allow collective voting in relation to elections or re-elections is effective only if no votes are cast against that resolution. Any resolution electing or re-electing two or more Directors in contravention of this requirement is void. d) Winding up Subject to any preferential entitlement of holders of preference shares on issue at the relevant time, holders of our ordinary shares are entitled to share equally in any surplus assets if we are wound up. e) Sinking fund provisions We do not have any class of shares on issue that is subject to any sinking fund provisions. Variation of rights attaching to our shares Under the Corporations Act, unless otherwise provided by the terms of issue of a class of shares, the terms of issue of a class of shares in Westpac can only be varied or cancelled in any way by a special resolution of Westpac and with either the written consent of our shareholders holding at least three quarters of the votes in that class of shares or with the sanction of a special resolution passed at a separate meeting of the holders of that class of shares. Under our constitution, our Directors may convene and arrange to hold a general meeting of Westpac whenever they think fit and must do so if required to do so under the Corporations Act and ASX Listing Rules. Under the Corporations Act, our Directors must call and arrange to hold a general meeting of Westpac if requested to do so by our shareholders who hold at least 5% of the votes that may be cast at the general meeting. Shareholders who hold at least 5% of the votes that may be cast at a general meeting may also call and arrange to hold a general meeting of Westpac at their own expense. At least 28 days notice must be given of a meeting of our shareholders. Written notice must be given to all shareholders entitled to attend and vote at the meeting. All ordinary shareholders are entitled to attend and, subject to the constitution and the Corporations Act, to vote at general meetings of Westpac. Limitations on securities ownership A number of limitations apply in relation to the ownership of our shares, and these are more fully described in the section ‘Limitations affecting security holders’. Change in control restrictions Restrictions apply under the Corporations Act, the Financial Sector (Shareholdings) Act 1998 (Cth) and the Foreign Acquisitions and Takeovers Act 1975 (Cth). For more detailed descriptions of these restrictions, refer to the sections ‘Limitations affecting security holders’, Foreign Acquisitions and Takeovers Act 1975, Financial Sector (Shareholdings) Act 1998, and Corporations Act 2001. 290 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 291 Additional information Directors’ borrowing powers Clause 10.2 of our constitution empowers our Directors, as a Board, to exercise all the powers of Westpac to borrow or raise money, to charge any property or business of Westpac or all or any of its uncalled capital and to issue debentures or give any other security for a debt, liability or obligation of Westpac or of any other person. Such powers may only be changed by amending the constitution, which requires a special resolution (that is, a resolution passed by at least 75% of the votes cast by members entitled to vote on the resolution and for which notice has been given in accordance with the Corporations Act). Minimum number of Directors Our constitution requires that the minimum number of Directors is determined in accordance with the Corporations Act or other regulations. Currently the Corporations Act prescribes three as a minimum number of Directors and APRA governance standards specify five as the minimum number of Directors for APRA regulated entities. Westpac’s current number of Directors is above these prescribed minimums. Share rights summarised as follows: a) Profits and dividends The rights attaching to our ordinary shares are set out in the Corporations Act and in our constitution, and may be Holders of ordinary shares are entitled to receive such dividends on those shares as may be determined by our Directors from time to time. Dividends that are paid but not claimed may be invested by our Directors for the benefit of Westpac until claimed or required to be dealt with in accordance with any law relating to unclaimed monies. Our constitution requires that dividends be paid out of our profits. In addition, under the Corporations Act, Westpac must not pay a dividend unless our assets exceed our liabilities immediately before the dividend is declared and the excess is sufficient for payment of the dividend. In addition, the payment must be fair and reasonable to the company’s shareholders and must not materially prejudice our ability to pay our creditors. Subject to the Corporations Act, the constitution, the rights of persons (if any) entitled to shares with special rights to dividend and any contrary terms of issue of or applying to any shares, our Directors may determine that a dividend is payable, fix the amount and the time for payment and authorise the payment or crediting by Westpac to, or at the direction of, each shareholder entitled to that dividend. If any dividends are returned unclaimed, we are generally obliged, under the Banking Act 1959 (Cth), to hold those amounts as unclaimed monies for a period of seven years. If at the end of that period the monies remain unclaimed by the shareholder concerned, we must submit an annual unclaimed money return to the Australian Securities and Investment Commission by 31 March each year containing the unclaimed money as at 31 December of the previous year. Upon such payment being made, we are discharged from further liability in respect of that amount. Our Directors may, before paying any dividend, set aside out of our profits such sums as they think proper as reserves, to be applied, at the discretion of our Directors, for any purpose for which the profits may be properly applied. Our Directors may carry forward so much of the profits remaining as they consider ought not to be distributed as dividends without transferring those profits to a reserve. The following restrictions apply to our ability to declare and/or pay dividends: (i) if the payment of the dividend would breach or cause a breach by us of applicable capital adequacy or other supervisory requirements of APRA, including the capital conservation buffer. Currently, one such requirement is that a dividend should not be paid without APRA’s prior consent if payment of that dividend, after taking into account all other dividends (if any) paid on our shares and payments on more senior capital instruments, in the preceding 12 consecutive months to which they relate, would cause the aggregate of such dividend payments to exceed our after tax earnings for the preceding 12 consecutive months, as reflected in our relevant audited consolidated financial statements; and (ii) if, under the Banking Act 1959 (Cth), we are directed by APRA not to pay a dividend; (iii) if the declaration or payment of the dividend would result in us becoming insolvent; or (iv) if any interest payment, dividend, redemption payment or other distribution on certain Additional Tier 1 securities issued by the Group is not paid in accordance with the terms of those securities, we may be restricted from declaring and/or paying dividends on ordinary shares. This restriction is subject to a number of exceptions. b) Voting rights Holders of our fully paid ordinary shares have, at general meetings, one vote on a show of hands and, upon a poll, one vote for each fully paid share held by them. c) Voting and re-election of Directors Under our constitution, at each AGM one-third of eligible Directors (or if their number is not a multiple of three, the number nearest to one-third) and any other Director who has held office for three years or more since the Director’s last election, must retire from office. In determining the number of Directors to retire, no account is to be taken of a Director who holds office in order to fill a casual vacancy or the Managing Director. A retiring Director holds office until the conclusion of the meeting at which that Director retires but is eligible for re-election at the meeting. Under the ASX Listing Rules, no Director of a listed entity, apart from the Managing Director, may continue to hold office, without offering himself or herself for re-election, past the third AGM following their appointment or three years, whichever is the longer. Additional information Substantial shareholder disclosure There is no provision in our constitution that requires a shareholder to disclose the extent of their ownership of our shares. Under the Corporations Act, however, any person who begins or ceases to have a substantial holding of our shares must notify us within two business days after they become aware of that information. A further notice must be given to us if there is an increase or decrease of 1% in a person’s substantial holding. Copies of these notices must also be given to the ASX. A person has a substantial holding of our shares if the total votes attached to our voting shares in which they or their associates have relevant interests is 5% or more of the total number of votes attached to all our voting shares. For more details, refer to the section ‘Corporations Act 2001’. We also have a statutory right under the Corporations Act to trace the beneficial ownership of our shares by giving a direction to a shareholder, or certain other persons, requiring disclosure to us of, among other things, their own relevant interest in our shares and the name and address of each other person who has a relevant interest in those shares, the nature and extent of that interest and the circumstances that gave rise to that other person’s interest. Such disclosure must, except in certain limited circumstances, be provided within two business days after the direction is received. Australian Company and Business Numbers All Australian companies have a unique nine-digit identifier, referred to as an Australian Company Number (ACN), which must be included on public documents, eligible negotiable instruments and the company’s common seal. In addition, entities can apply for registration on the Australian Business Register and be allocated a unique eleven-digit identifier known as an Australian Business Number (ABN). For Australian companies, the last nine digits of their ABN are identical to their ACN. The ABN may be quoted on documents in lieu of the ACN. Our ACN is 007 457 141 and our ABN is 33 007 457 141. Documents on display We are subject to the disclosure requirements of the US Securities Exchange Act of 1934, as amended. In accordance with these requirements, we file Annual Reports with, and furnish other information to, the US Securities & Exchange Commission (SEC). The SEC also maintains a website at www.sec.gov that contains reports, proxy statements and other information regarding registrants that file electronically with the SEC. Since April 2002, we have filed our reports on Form 20-F and have furnished other information to the SEC in electronic format which may be accessed through this website. 4 Under the Corporations Act, the election or re-election of each Director by shareholders at a general meeting of a public company must proceed as a separate item, unless the shareholders first resolve that the elections or re-elections may be voted on collectively. A resolution to allow collective voting in relation to elections or re-elections is effective only if no votes are cast against that resolution. Any resolution electing or re-electing two or more Directors in contravention of this requirement is void. d) Winding up Subject to any preferential entitlement of holders of preference shares on issue at the relevant time, holders of our ordinary shares are entitled to share equally in any surplus assets if we are wound up. e) Sinking fund provisions We do not have any class of shares on issue that is subject to any sinking fund provisions. Variation of rights attaching to our shares Under the Corporations Act, unless otherwise provided by the terms of issue of a class of shares, the terms of issue of a class of shares in Westpac can only be varied or cancelled in any way by a special resolution of Westpac and with either the written consent of our shareholders holding at least three quarters of the votes in that class of shares or with the sanction of a special resolution passed at a separate meeting of the holders of that class of shares. Convening general meetings Under our constitution, our Directors may convene and arrange to hold a general meeting of Westpac whenever they think fit and must do so if required to do so under the Corporations Act and ASX Listing Rules. Under the Corporations Act, our Directors must call and arrange to hold a general meeting of Westpac if requested to do so by our shareholders who hold at least 5% of the votes that may be cast at the general meeting. Shareholders who hold at least 5% of the votes that may be cast at a general meeting may also call and arrange to hold a general meeting of Westpac at their own expense. At least 28 days notice must be given of a meeting of our shareholders. Written notice must be given to all shareholders entitled to attend and vote at the meeting. All ordinary shareholders are entitled to attend and, subject to the constitution and the Corporations Act, to vote at general meetings of Westpac. Limitations on securities ownership A number of limitations apply in relation to the ownership of our shares, and these are more fully described in the section ‘Limitations affecting security holders’. Change in control restrictions Restrictions apply under the Corporations Act, the Financial Sector (Shareholdings) Act 1998 (Cth) and the Foreign Acquisitions and Takeovers Act 1975 (Cth). For more detailed descriptions of these restrictions, refer to the sections ‘Limitations affecting security holders’, Foreign Acquisitions and Takeovers Act 1975, Financial Sector (Shareholdings) Act 1998, and Corporations Act 2001. 290 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 291 Additional information Exchange rates For each of the years indicated, the high, low, average and year-end noon buying rates1 for Australian dollars were: High Low Average3 Close (on 30 September)4 2019² 2018 Year Ended 30 September 2017 (US$ per A$1.00) 2016 2015 2014 0.8105 0.7107 0.7583 0.7238 0.8071 0.7174 0.7624 0.7840 0.7817 0.6855 0.7385 0.7667 0.8904 0.6917 0.7781 0.7020 0.9705 0.8715 0.9155 0.8737 n/a n/a For each of the months indicated, the high and low noon buying rates for Australian dollars were: October 2018² September 2018 Month August 2018 (US$ per A$1.00) July 2018 June 2018 May 2018 Westpac Ordinary Shares (ASX code: WBC, NYSE code: WBK) New York ex-dividend date for final 9 November 2018 Ex-date for quarterly distribution 29 August 2019 High Low 0.7223 0.7048 0.7278 0.7107 0.7428 0.7192 0.7466 0.7322 0.7677 0.7355 0.7595 0.7445 dividend 1 The noon buying rate in New York City for cable transfers in Australian dollars as certified for customs purposes by the Federal Reserve Bank of New York. 2 Through to 19 October 2018. On 19 October 2018, the noon buying rate was A$1.00 = US$0.7132. 3 The average is calculated by using the average of the exchange rates on the last day of each month during the period. 4 The noon buying rate at such date may differ from the rate used in the preparation of our consolidated financial statements at such date. Refer to Note 1(a) to the financial statements. Ex-dividend date for final dividend 13 November 2018 New York record date for final dividend 13 November 2018 Record date for final dividend 14 November 2018 Annual General Meeting Final dividend payable 12 December 2018 20 December 2018 Financial calendar Westpac shares are listed on the securities exchanges in Australia (ASX) and New Zealand (NZX) and as American Depository Receipts in New York. Westpac Capital Notes, Westpac Capital Notes 2, Westpac Capital Notes 3, Westpac Capital Notes 4 and Westpac Capital Notes 5 are listed on the ASX. Westpac NZD Subordinated Notes are listed on the NZX. Important dates to note are set out below, subject to change. Payment of any distribution, dividend or interest payment is subject to the relevant payment conditions and the key dates for each payment will be confirmed to the ASX for securities listed on the ASX. Information for shareholders Westpac Capital Notes (ASX code: WBCPD) Ex-date for quarterly distribution 29 November 2018 Record date for quarterly distribution 30 November 2018 Payment date for quarterly distribution 10 December 20181 Ex-date for quarterly distribution 27 February 2019 Record date for quarterly distribution 28 February 2019 Payment date for quarterly distribution 8 March 2019 Ex-date for quarterly distribution 30 May 2019 Record date for quarterly distribution 31 May 2019 Payment date for quarterly distribution 11 June 20191 Record date for quarterly distribution 30 August 20192 Payment date for quarterly distribution 9 September 20191 Ex-date for quarterly distribution 28 November 2019 Record date for quarterly distribution 29 November 20192 Payment date for quarterly distribution 9 December 20191 Adjusted to next business day as payment date falls on a non-ASX Adjusted to immediately preceding business day as record date falls on a Financial Half Year end 31 March 2019 business day. Interim results and dividend 6 May 2019 non-ASX business day. announcement dividend New York ex-dividend date for interim 15 May 2019 Westpac Capital Notes 2 (ASX code: WBCPE) Ex-dividend date for interim dividend 16 May 2019 New York record date for interim dividend 16 May 2019 Ex-date for quarterly distribution 13 December 2018 Record date for quarterly distribution Payment date for quarterly distribution 14 December 20182 24 December 20181 Record date for interim dividend 17 May 2019 Ex-date for quarterly distribution 14 March 2019 Interim dividend payable 3 July 2019 Record date for quarterly distribution 15 March 2019 Financial Year end 30 September 2019 Payment date for quarterly distribution 25 March 20191 Final results and dividend announcement 4 November 2019 Ex-date for quarterly distribution 13 June 2019 New York ex-dividend date for final 8 November 2019 Record date for quarterly distribution dividend Ex-dividend date for final dividend 12 November 2019 New York record date for final dividend 12 November 2019 Record date for final dividend 13 November 2019 Annual General Meeting Final dividend payable 12 December 20191 20 December 2019 1 Details regarding the location of the meeting and the business to be dealt with will be contained in a Notice of Meeting sent to shareholders in the November before the meeting. 14 June 20192 24 June 20191 Payment date for quarterly distribution Ex-date for quarterly distribution 12 September 2019 Record date for quarterly distribution 13 September 20192 Payment date for quarterly distribution 23 September 2019 Ex-date for quarterly distribution 12 December 2019 Record date for quarterly distribution 13 December 20192 Payment date for quarterly distribution 23 December 2019 Adjusted to next business day as payment date falls on a non-ASX Adjusted to immediately preceding business day as record date falls on a business day. non-ASX business day. 1 2 1 2 292 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 293 Additional information Exchange rates For each of the years indicated, the high, low, average and year-end noon buying rates1 for Australian dollars were: High Low Average3 Close (on 30 September)4 2019² 2018 2017 2016 2015 2014 Year Ended 30 September 0.8105 0.7107 0.7583 0.7238 (US$ per A$1.00) 0.8071 0.7174 0.7624 0.7840 0.7817 0.6855 0.7385 0.7667 n/a n/a 0.8904 0.6917 0.7781 0.7020 0.9705 0.8715 0.9155 0.8737 For each of the months indicated, the high and low noon buying rates for Australian dollars were: October 2018² September 2018 July 2018 June 2018 May 2018 Month August 2018 (US$ per A$1.00) 0.7223 0.7048 0.7278 0.7107 0.7428 0.7192 0.7466 0.7322 0.7677 0.7355 0.7595 0.7445 High Low 1 2 3 4 of New York. The noon buying rate in New York City for cable transfers in Australian dollars as certified for customs purposes by the Federal Reserve Bank Through to 19 October 2018. On 19 October 2018, the noon buying rate was A$1.00 = US$0.7132. The average is calculated by using the average of the exchange rates on the last day of each month during the period. The noon buying rate at such date may differ from the rate used in the preparation of our consolidated financial statements at such date. Refer to Note 1(a) to the financial statements. Financial calendar Westpac shares are listed on the securities exchanges in Australia (ASX) and New Zealand (NZX) and as American Depository Receipts in New York. Westpac Capital Notes, Westpac Capital Notes 2, Westpac Capital Notes 3, Westpac Capital Notes 4 and Westpac Capital Notes 5 are listed on the ASX. Westpac NZD Subordinated Notes are listed on the NZX. Important dates to note are set out below, subject to change. Payment of any distribution, dividend or interest payment is subject to the relevant payment conditions and the key dates for each payment will be confirmed to the ASX for securities listed on the ASX. Westpac Ordinary Shares (ASX code: WBC, NYSE code: WBK) New York ex-dividend date for final dividend Ex-dividend date for final dividend 13 November 2018 New York record date for final dividend 13 November 2018 Record date for final dividend 14 November 2018 Annual General Meeting Final dividend payable Financial Half Year end Interim results and dividend announcement 12 December 2018 20 December 2018 31 March 2019 6 May 2019 New York ex-dividend date for interim dividend 15 May 2019 Ex-dividend date for interim dividend 16 May 2019 New York record date for interim dividend 16 May 2019 Information for shareholders Westpac Capital Notes (ASX code: WBCPD) Ex-date for quarterly distribution 29 November 2018 Record date for quarterly distribution 30 November 2018 Payment date for quarterly distribution 10 December 20181 Ex-date for quarterly distribution 27 February 2019 Record date for quarterly distribution 28 February 2019 Payment date for quarterly distribution 8 March 2019 Ex-date for quarterly distribution 30 May 2019 Record date for quarterly distribution 31 May 2019 Payment date for quarterly distribution 11 June 20191 Record date for quarterly distribution 30 August 20192 Payment date for quarterly distribution 9 September 20191 Ex-date for quarterly distribution 28 November 2019 Record date for quarterly distribution 29 November 20192 Payment date for quarterly distribution 9 December 20191 1 Adjusted to next business day as payment date falls on a non-ASX business day. 2 Adjusted to immediately preceding business day as record date falls on a non-ASX business day. Westpac Capital Notes 2 (ASX code: WBCPE) Ex-date for quarterly distribution 13 December 2018 Record date for quarterly distribution Payment date for quarterly distribution 14 December 20182 24 December 20181 9 November 2018 Ex-date for quarterly distribution 29 August 2019 Record date for interim dividend 17 May 2019 Ex-date for quarterly distribution 14 March 2019 Interim dividend payable 3 July 2019 Record date for quarterly distribution 15 March 2019 Financial Year end 30 September 2019 Payment date for quarterly distribution 25 March 20191 Final results and dividend announcement 4 November 2019 Ex-date for quarterly distribution 13 June 2019 New York ex-dividend date for final dividend 8 November 2019 Record date for quarterly distribution Payment date for quarterly distribution 14 June 20192 24 June 20191 Ex-dividend date for final dividend 12 November 2019 New York record date for final dividend 12 November 2019 Record date for final dividend 13 November 2019 Annual General Meeting Final dividend payable 12 December 20191 20 December 2019 1 Details regarding the location of the meeting and the business to be dealt with will be contained in a Notice of Meeting sent to shareholders in the November before the meeting. Ex-date for quarterly distribution 12 September 2019 Record date for quarterly distribution 13 September 20192 Payment date for quarterly distribution 23 September 2019 Ex-date for quarterly distribution 12 December 2019 Record date for quarterly distribution 13 December 20192 4 Payment date for quarterly distribution 23 December 2019 1 Adjusted to next business day as payment date falls on a non-ASX business day. 2 Adjusted to immediately preceding business day as record date falls on a non-ASX business day. 292 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 293 Information for shareholders Information for shareholders Westpac Capital Notes 3 (ASX code: WBCPF) Westpac Capital Notes 5 (ASX code: WBCPH) Westpac NZD Subordinated Notes (NZX code: WBC010) Ex-date for quarterly distribution 13 December 2018 Ex-date for quarterly distribution 13 December 2018 Ex-date for quarterly interest payment 20 November 2018 Record date for quarterly distribution 14 December 2018 Record date for quarterly distribution 14 December 2018 Record date for quarterly interest payment 21 November 2018 Payment date for quarterly distribution 24 December 20181 Payment date for quarterly distribution 24 December 20181 Payment date for quarterly interest 3 December 20181 payment payment payment payment Ex-date for quarterly interest payment 18 February 2019 Record date for quarterly interest payment 19 February 2019 Payment date for quarterly interest 1 March 2019 Ex-date for quarterly interest payment 21 May 2019 Record date for quarterly interest payment 22 May 2019 Payment date for quarterly interest 4 June 20191 Ex-date for quarterly interest payment 21 August 2019 Record date for quarterly interest payment 22 August 2019 Payment date for quarterly interest 2 September 20191 Ex-date for quarterly interest payment 20 November 2019 Record date for quarterly interest payment 21 November 2019 Payment date for quarterly interest 2 December 20191 payment 1 and Sydney, Australia. Annual General Meeting Adjusted to next business day as payment date does not fall on a day on which banks are open for general business in Wellington and Auckland, New Zealand The Westpac Annual General Meeting (AGM) will be held in The Perth Convention and Exhibition Centre, BelleVue Ballroom, 21 Mounts Bay Road, Perth, on Wednesday 12 December 2018, commencing at 10:00am (Perth time). The AGM will be webcast live on the internet at www.westpac.com.au/investorcentre and an archived version of the webcast will be available on the website for viewing at a later time. Ex-date for quarterly distribution 13 March 2019 Ex-date for quarterly distribution 13 March 2019 Record date for quarterly distribution 14 March 2019 Record date for quarterly distribution 14 March 2019 Payment date for quarterly distribution 22 March 2019 Payment date for quarterly distribution 22 March 2019 Ex-date for quarterly distribution 13 June 2019 Ex-date for quarterly distribution 13 June 2019 Record date for quarterly distribution 14 June 2019 Record date for quarterly distribution 14 June 2019 Payment date for quarterly distribution 24 June 20191 Payment date for quarterly distribution 24 June 20191 Ex-date for quarterly distribution 12 September 2019 Ex-date for quarterly distribution 12 September 2019 Record date for quarterly distribution Payment date for quarterly distribution 13 September 20192 23 September 20191 Record date for quarterly distribution Payment date for quarterly distribution 13 September 20192 23 September 20191 Ex-date for quarterly distribution 12 December 2019 Ex-date for quarterly distribution 12 December 2019 Record date for quarterly distribution Payment date for quarterly distribution 13 December 20192 23 December 20191 Record date for quarterly distribution Payment date for quarterly distribution 13 December 20192 23 December 20191 1 Adjusted to next business day as payment date falls on a non-ASX business day. 2 Adjusted to immediately preceding business day as record date falls on a non-ASX business day. 1 Adjusted to next business day as payment date falls on a non-ASX business day. 2 Adjusted to immediately preceding business day as record date falls on a non-ASX business day. Westpac Capital Notes 4 (ASX code: WBCPG) Ex-date for quarterly distribution 20 December 2018 Record date for quarterly distribution Payment date for quarterly distribution 21 December 20182 31 December 20181 Ex-date for quarterly distribution 21 March 2019 Record date for quarterly distribution 22 March 2019 Payment date for quarterly distribution 1 April 20191 Ex-date for quarterly distribution 20 June 2019 Record date for quarterly distribution Payment date for quarterly distribution 21 June 20192 1 July 20191 Ex-date for quarterly distribution 19 September 2019 Record date for quarterly distribution 20 September 20192 Payment date for quarterly distribution 30 September 2019 Ex-date for quarterly distribution 19 December 2019 Record date for quarterly distribution 20 December 20192 Payment date for quarterly distribution 30 December 2019 1 Adjusted to next business day as payment date falls on a non-ASX business day. 2 Adjusted to immediately preceding business day as record date falls on a non-ASX business day. 294 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 295 Information for shareholders Information for shareholders Westpac Capital Notes 3 (ASX code: WBCPF) Westpac Capital Notes 5 (ASX code: WBCPH) Westpac NZD Subordinated Notes (NZX code: WBC010) Ex-date for quarterly distribution 13 December 2018 Ex-date for quarterly distribution 13 December 2018 Ex-date for quarterly interest payment 20 November 2018 Record date for quarterly distribution 14 December 2018 Record date for quarterly distribution 14 December 2018 Record date for quarterly interest payment 21 November 2018 Payment date for quarterly distribution 24 December 20181 Payment date for quarterly distribution 24 December 20181 Ex-date for quarterly distribution 13 March 2019 Ex-date for quarterly distribution 13 March 2019 Record date for quarterly distribution 14 March 2019 Record date for quarterly distribution 14 March 2019 Payment date for quarterly distribution 22 March 2019 Payment date for quarterly distribution 22 March 2019 Ex-date for quarterly distribution 13 June 2019 Ex-date for quarterly distribution 13 June 2019 Record date for quarterly distribution 14 June 2019 Record date for quarterly distribution 14 June 2019 Payment date for quarterly distribution 24 June 20191 Payment date for quarterly distribution 24 June 20191 Ex-date for quarterly distribution 12 September 2019 Ex-date for quarterly distribution 12 September 2019 Record date for quarterly distribution Payment date for quarterly distribution 13 September 20192 23 September 20191 Record date for quarterly distribution Payment date for quarterly distribution 13 September 20192 23 September 20191 Ex-date for quarterly distribution 12 December 2019 Ex-date for quarterly distribution 12 December 2019 Record date for quarterly distribution Payment date for quarterly distribution 13 December 20192 23 December 20191 Record date for quarterly distribution Payment date for quarterly distribution 13 December 20192 23 December 20191 Adjusted to next business day as payment date falls on a non-ASX Adjusted to next business day as payment date falls on a non-ASX Adjusted to immediately preceding business day as record date falls on a Adjusted to immediately preceding business day as record date falls on a 1 2 business day. non-ASX business day. business day. non-ASX business day. Payment date for quarterly interest payment 3 December 20181 Ex-date for quarterly interest payment 18 February 2019 Record date for quarterly interest payment 19 February 2019 Payment date for quarterly interest payment 1 March 2019 Ex-date for quarterly interest payment 21 May 2019 Record date for quarterly interest payment 22 May 2019 Payment date for quarterly interest payment 4 June 20191 Ex-date for quarterly interest payment 21 August 2019 Record date for quarterly interest payment 22 August 2019 Payment date for quarterly interest payment 2 September 20191 Ex-date for quarterly interest payment 20 November 2019 Record date for quarterly interest payment 21 November 2019 Payment date for quarterly interest payment 2 December 20191 1 Adjusted to next business day as payment date does not fall on a day on which banks are open for general business in Wellington and Auckland, New Zealand and Sydney, Australia. Annual General Meeting The Westpac Annual General Meeting (AGM) will be held in The Perth Convention and Exhibition Centre, BelleVue Ballroom, 21 Mounts Bay Road, Perth, on Wednesday 12 December 2018, commencing at 10:00am (Perth time). The AGM will be webcast live on the internet at www.westpac.com.au/investorcentre and an archived version of the webcast will be available on the website for viewing at a later time. 1 2 1 2 Westpac Capital Notes 4 (ASX code: WBCPG) Ex-date for quarterly distribution 20 December 2018 Record date for quarterly distribution Payment date for quarterly distribution 21 December 20182 31 December 20181 Ex-date for quarterly distribution 21 March 2019 Record date for quarterly distribution 22 March 2019 Payment date for quarterly distribution 1 April 20191 Ex-date for quarterly distribution 20 June 2019 Record date for quarterly distribution Payment date for quarterly distribution 21 June 20192 1 July 20191 Ex-date for quarterly distribution 19 September 2019 Record date for quarterly distribution 20 September 20192 Payment date for quarterly distribution 30 September 2019 Ex-date for quarterly distribution 19 December 2019 Record date for quarterly distribution 20 December 20192 Payment date for quarterly distribution 30 December 2019 Adjusted to next business day as payment date falls on a non-ASX Adjusted to immediately preceding business day as record date falls on a business day. non-ASX business day. 4 294 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 295 Information for shareholders Useful information Key sources of information for shareholders We report our full year performance to shareholders, in late October or early November, in the following forms: an Annual Review & Sustainability Report; an Annual Report; a Sustainability Performance Report; an Investor Discussion Pack and earnings releases. Electronic communications Shareholders can elect to receive the following communications electronically:  Annual Review & Sustainability Report and Annual Report;  Dividend statements when paid by direct credit or via Westpac’s Dividend Reinvestment Plan (DRP);  Notices of Meetings and proxy forms; and  Major company announcements. Opt for electronic communications by logging into Westpac’s Share Registrar’s Investor Centre at www.linkmarketservices.com.au. Online information Australia Westpac’s website www.westpac.com.au provides information for shareholders and customers, including:    access to internet banking and online investing services; details on Westpac’s products and services; company history, results, market releases and news; and corporate responsibility and Westpac in the community activities.  Investors can access the Investor Centre at www.westpac.com.au/investorcentre. The Investor Centre also includes the current Westpac share price and links to the latest ASX announcements and Westpac’s share registrars’ websites. New Zealand Westpac’s New Zealand website www.westpac.co.nz provides:    access to internet banking services; details on products and services; economic updates, news and information, key financial results; and sponsorships and other community activities.  Westpac Investor Relations Information other than that relating to your shareholding can be obtained from:  Westpac Investor Relations 275 Kent Street Sydney NSW 2000 Australia Telephone: +61 2 8253 3143 Facsimile: +61 2 8253 1207 Email: investorrelations@westpac.com.au Stock exchange listings Westpac ordinary shares are listed on:  Australian Securities Exchange (code WBC);  New York Stock Exchange (NYSE), as American Depositary Shares (code WBK); and  New Zealand Exchange Limited (code WBC). Share registrars Shareholders can check and update their information in Westpac’s Share Registrars’ Online Investor Centres, see details below. In Australia, broker sponsored holders must contact their broker to amend their address. Australia – Ordinary shares on the main register, Westpac Convertible Preference Shares, Westpac Capital Notes, Westpac Capital Notes 2, Westpac Capital Notes 3, Westpac Capital Notes 4 and Westpac Subordinated Notes II Link Market Services Limited Level 12, 680 George Street Sydney NSW 2000 Postal address: Locked Bag A6015, Sydney South NSW 1235, Australia www.linkmarketservices.com.au Shareholder enquiries: Telephone: 1800 804 255 (toll free within Australia) International: +61 1800 804 255 Facsimile: +61 2 9287 0303 Email: westpac@linkmarketservices.com.au New Zealand – Ordinary shares on the New Zealand Branch register and Westpac NZD Subordinated Notes Link Market Services Limited Level 11, Deloitte Centre 80 Queen Street Auckland 1010, New Zealand Postal address: P.O. Box 91976, Auckland 1142, New Zealand www.linkmarketservices.co.nz Shareholder enquiries: Telephone: 0800 002 727 (toll free within New Zealand) International: +64 9 375 5998 Facsimile: +64 9 375 5990 Email: enquiries@linkmarketservices.co.nz Depositary in USA for American Depositary Shares1 Listed on New York Stock Exchange (CUSIP 961214301) BNY Mellon Shareowner Services PO Box 305000 Louiseville, KY 740233-5000, USA www.mybnymdr.com American Depositary Shares holder enquiries: Telephone: 1-888-269-2377 (toll free in USA) International: +1 201 680 6825 Email: shrrelations@cpuchareownerservices.com 1 Each ADS represents one fully paid ordinary share. Glossary of abbreviations and defined terms AUSTRAC Australian Transaction Reports and Analysis Advanced IRB Advanced Internal Ratings Based ANZSIC Australian and New Zealand Standard AAS AASB ABS ACCC ADI ADRs ADS AGM AIRB ALCO ALM AMA APRA ASIC ASX ASXCGC AT1 ATMs ATO BAC BankSA BB BBSW BCBS bps BRCC BTFG BTIM CAPs CB CCB CDS CEO CET1 CFO CFTC CGU CHF CLF CPM CRG CRO CRS Australian Accounting Standards Australian Accounting Standards Board Asset-backed securities Australian Competition and Consumer Commission Authorised Deposit-taking Institution American Depositary Receipts American Depositary Shares Annual General Meeting Advanced Internal Ratings Based Westpac Asset and Liability Committee Asset and Liability Management Advanced Measurement Approach Industrial Classification Australian Prudential Regulation Authority Australian Securities and Investments Commission Australian Securities Exchange ASX Corporate Governance Council Additional Tier 1 Automatic teller machines Australian Taxation Office Centre Board Audit Committee Bank of South Australia Business Bank Bank Bill Swap Reference Rate Basel Committee on Banking Supervision Basis points Board Risk & Compliance Committee BT Financial Group (Australia) BT Investment Management Limited Collectively assessed provisions Consumer Bank Capital Conservation Buffer Credit default swap Chief Executive Officer Common Equity Tier 1 Chief Financial Officer Commodity Futures Trading Commission Cash Generating Unit Swiss franc Committed Liquidity Facility Treadway Commission Credit Portfolio Management Customer Risk Grade Chief Risk Officer Common Reporting Standard Cash EPS Cash earnings per share Cash EPS CAGR Compound Annual Growth in Cash EPS CEOPP CEO RSP Chief Executive Officer Performance Plan Chief Executive Officer Restricted Share Plan Corporations Act Corporations Act 2001 (Cth) COSO Committee of Sponsoring Organizations of the CVA DFAT DRP D-SIB EAD EPS ESG ESP FCA FCS FMA FSB FTE FUA FUM FVA FX GHG G-SIBs Hastings HKMA IAPs IASB ICAAP IFRS IMF IOSCO IRRBB IRS ISDA LCR LGBTI LGD LIBOR LMI LTI Plan LTIFR LVR Moody’s NaR NII NYSE NSFR NZX OBR OCC OFAC OTC PD PFIC PNG RAMS RBA Credit valuation adjustment Department of Foreign Affairs and Trade Dividend Reinvestment Plan Domestic Systemically Important Banks Exposure at default Earnings per share Environmental, social and governance Employee Share Plan Financial Conduct Authority Financial Claims Scheme Financial Markets Authority Financial Stability Board Full time equivalent employees Funds under administration Funds under management Funding Valuation Adjustment Foreign Exchange Greenhouse gas Global Systemically Important Banks Hastings Funds Management Limited Hong Kong Monetary Authority Individually Assessed Provisions International Accounting Standards Board Internal Capital Adequacy Assessment Process International Financial Reporting Standards International Monetary Fund International Organization of Securities Commission Interest Rate Risk in the Banking Book Internal Revenue Service International Swaps and Derivatives Association Liquidity Coverage Ratio Lesbian, gay, bisexual, transgender and intersex Loss given default London InterBank Offer Rate Lenders mortgage insurance Westpac Long Term Incentive Plan Lost Time Injury Frequency Rate Loan to value ratio Moody’s Investors Service Net interest income-at-risk Net interest income New York Stock Exchange Net Stable Funding Ratio New Zealand Exchange Limited Open Bank Resolution Office of the Comptroller of the Currency Office of Foreign Assets Control Over the counter Probability of default Passive foreign investment company Papua New Guinea RAMS Home Loans Reserve Bank of Australia 296 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 297 Information for shareholders Useful information Key sources of information for shareholders Stock exchange listings We report our full year performance to shareholders, in late Westpac ordinary shares are listed on: October or early November, in the following forms: an Annual Review & Sustainability Report; an Annual Report; a Sustainability Performance Report; an Investor Discussion Pack and earnings releases.  Australian Securities Exchange (code WBC);  New York Stock Exchange (NYSE), as American Depositary Shares (code WBK); and  New Zealand Exchange Limited (code WBC). Electronic communications Shareholders can elect to receive the following communications electronically:  Annual Review & Sustainability Report and Annual Report;  Dividend statements when paid by direct credit or via Westpac’s Dividend Reinvestment Plan (DRP);  Notices of Meetings and proxy forms; and  Major company announcements. Share registrars Shareholders can check and update their information in Westpac’s Share Registrars’ Online Investor Centres, see details below. In Australia, broker sponsored holders must contact their broker to amend their address. Australia – Ordinary shares on the main register, Westpac Convertible Preference Shares, Westpac Capital Notes, Westpac Capital Notes 2, Westpac Capital Notes 3, Westpac Capital Notes 4 and Westpac Subordinated Opt for electronic communications by logging into Westpac’s Notes II Share Registrar’s Investor Centre at www.linkmarketservices.com.au. Online information Australia Westpac’s website www.westpac.com.au provides information for shareholders and customers, including: access to internet banking and online investing services; details on Westpac’s products and services; company history, results, market releases and news; and corporate responsibility and Westpac in the community activities. Investors can access the Investor Centre at www.westpac.com.au/investorcentre. The Investor Centre also includes the current Westpac share price and links to the latest ASX announcements and Westpac’s share registrars’ websites. New Zealand provides: Westpac’s New Zealand website www.westpac.co.nz access to internet banking services; details on products and services; economic updates, news and information, key financial results; and sponsorships and other community activities.         Information other than that relating to your shareholding can Westpac Investor Relations be obtained from:  Westpac Investor Relations 275 Kent Street Sydney NSW 2000 Australia Telephone: +61 2 8253 3143 Facsimile: +61 2 8253 1207 Email: investorrelations@westpac.com.au Link Market Services Limited Level 12, 680 George Street Sydney NSW 2000 Postal address: Locked Bag A6015, Sydney South NSW 1235, Australia www.linkmarketservices.com.au Shareholder enquiries: Telephone: 1800 804 255 (toll free within Australia) International: +61 1800 804 255 Facsimile: +61 2 9287 0303 Email: westpac@linkmarketservices.com.au New Zealand – Ordinary shares on the New Zealand Branch register and Westpac NZD Subordinated Notes Link Market Services Limited Level 11, Deloitte Centre 80 Queen Street Auckland 1010, New Zealand New Zealand www.linkmarketservices.co.nz Shareholder enquiries: Postal address: P.O. Box 91976, Auckland 1142, Telephone: 0800 002 727 (toll free within New Zealand) International: +64 9 375 5998 Facsimile: +64 9 375 5990 Email: enquiries@linkmarketservices.co.nz Depositary in USA for American Depositary Shares1 Listed on New York Stock Exchange (CUSIP 961214301) BNY Mellon Shareowner Services PO Box 305000 Louiseville, KY 740233-5000, USA www.mybnymdr.com American Depositary Shares holder enquiries: Telephone: 1-888-269-2377 (toll free in USA) International: +1 201 680 6825 Email: shrrelations@cpuchareownerservices.com 1 Each ADS represents one fully paid ordinary share. Glossary of abbreviations and defined terms AAS AASB ABS ACCC ADI ADRs ADS Australian Accounting Standards Australian Accounting Standards Board Asset-backed securities Australian Competition and Consumer Commission Authorised Deposit-taking Institution American Depositary Receipts American Depositary Shares Advanced IRB Advanced Internal Ratings Based AGM AIRB ALCO ALM AMA ANZSIC APRA ASIC ASX ASXCGC AT1 ATMs ATO AUSTRAC BAC BankSA BB BBSW BCBS bps BRCC BTFG BTIM CAPs Annual General Meeting Advanced Internal Ratings Based Westpac Asset and Liability Committee Asset and Liability Management Advanced Measurement Approach Australian and New Zealand Standard Industrial Classification Australian Prudential Regulation Authority Australian Securities and Investments Commission Australian Securities Exchange ASX Corporate Governance Council Additional Tier 1 Automatic teller machines Australian Taxation Office Australian Transaction Reports and Analysis Centre Board Audit Committee Bank of South Australia Business Bank Bank Bill Swap Reference Rate Basel Committee on Banking Supervision Basis points Board Risk & Compliance Committee BT Financial Group (Australia) BT Investment Management Limited Collectively assessed provisions Cash EPS Cash earnings per share Cash EPS CAGR Compound Annual Growth in Cash EPS CB CCB CDS CEO Consumer Bank Capital Conservation Buffer Credit default swap Chief Executive Officer CEOPP CEO RSP Chief Executive Officer Performance Plan Chief Executive Officer Restricted Share Plan CET1 CFO CFTC CGU CHF CLF Common Equity Tier 1 Chief Financial Officer Commodity Futures Trading Commission Cash Generating Unit Swiss franc Committed Liquidity Facility Corporations Act Corporations Act 2001 (Cth) COSO CPM CRG CRO CRS Committee of Sponsoring Organizations of the Treadway Commission Credit Portfolio Management Customer Risk Grade Chief Risk Officer Common Reporting Standard CVA DFAT DRP D-SIB EAD EPS ESG ESP FCA FCS FMA FSB FTE FUA FUM FVA FX GHG G-SIBs Hastings HKMA IAPs IASB ICAAP IFRS IMF IOSCO IRRBB IRS ISDA LCR LGBTI LGD LIBOR LMI LTI Plan LTIFR LVR Moody’s NaR NII NYSE NSFR NZX OBR OCC OFAC OTC PD PFIC PNG RAMS RBA Credit valuation adjustment Department of Foreign Affairs and Trade Dividend Reinvestment Plan Domestic Systemically Important Banks Exposure at default Earnings per share Environmental, social and governance Employee Share Plan Financial Conduct Authority Financial Claims Scheme Financial Markets Authority Financial Stability Board Full time equivalent employees Funds under administration Funds under management Funding Valuation Adjustment Foreign Exchange Greenhouse gas Global Systemically Important Banks Hastings Funds Management Limited Hong Kong Monetary Authority Individually Assessed Provisions International Accounting Standards Board Internal Capital Adequacy Assessment Process International Financial Reporting Standards International Monetary Fund International Organization of Securities Commission Interest Rate Risk in the Banking Book Internal Revenue Service International Swaps and Derivatives Association Liquidity Coverage Ratio Lesbian, gay, bisexual, transgender and intersex Loss given default London InterBank Offer Rate Lenders mortgage insurance Westpac Long Term Incentive Plan Lost Time Injury Frequency Rate Loan to value ratio Moody’s Investors Service Net interest income-at-risk Net interest income New York Stock Exchange Net Stable Funding Ratio New Zealand Exchange Limited Open Bank Resolution Office of the Comptroller of the Currency Office of Foreign Assets Control Over the counter Probability of default Passive foreign investment company Papua New Guinea RAMS Home Loans Reserve Bank of Australia 4 296 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 297 Notes Glossary of abbreviations and defined terms RBNZ RISKCO RMBS ROE Reserve Bank of New Zealand Westpac Group Executive Risk Committee Residential Mortgage Backed Securities Return on equity Cash ROE Return on equity on a cash earnings basis RSP RWA S&P SEC SME SOx SPS Restricted Share Plan Risk-weighted assets Standard & Poor’s US Securities and Exchange Commission Small to medium enterprises Sarbanes-Oxley Act of 2002 Stapled Preferred Securities St.George St.George Banking Group TCE TLAC Total committed exposures Total Loss Absorbing Capacity 2006 TPS Trust Preferred Securities 2006 TSR UK UKSS UNSC US VaR Total Shareholder Return United Kingdom Westpac Banking Corporation UK Staff Superannuation Scheme United Nations Security Council United States Value at Risk Westpac CPS Westpac Convertible Preference Shares WGP WHS WIB WNZL WNZS WPP WRP WSNZL Westpac Group Plan Workplace Health and Safety Westpac Institutional Bank Westpac New Zealand Limited Westpac New Zealand Superannuation Scheme Westpac Performance Plan Westpac Reward Plan Westpac Securities NZ Limited 298 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 299 Notes Glossary of abbreviations and defined terms Cash ROE Return on equity on a cash earnings basis St.George St.George Banking Group 2006 TPS Trust Preferred Securities 2006 RBNZ RISKCO RMBS ROE RSP RWA S&P SEC SME SOx SPS TCE TLAC TSR UK UKSS UNSC US VaR WGP WHS WIB WNZL WNZS WPP WRP WSNZL Reserve Bank of New Zealand Westpac Group Executive Risk Committee Residential Mortgage Backed Securities Return on equity US Securities and Exchange Commission Restricted Share Plan Risk-weighted assets Standard & Poor’s Small to medium enterprises Sarbanes-Oxley Act of 2002 Stapled Preferred Securities Total committed exposures Total Loss Absorbing Capacity Total Shareholder Return United Kingdom Westpac Banking Corporation UK Staff Superannuation Scheme United Nations Security Council United States Value at Risk Westpac Group Plan Workplace Health and Safety Westpac Institutional Bank Westpac New Zealand Limited Westpac New Zealand Superannuation Scheme Westpac Performance Plan Westpac Reward Plan Westpac Securities NZ Limited Westpac CPS Westpac Convertible Preference Shares 298 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report 299 4 Notes Notes The Westpac Group 2018 Annual Report is printed on PEFC certified paper. Compliance with the certification criteria set out by the Programme for the Endorsement of Forest Certification (PEFC) means that the paper fibre is sourced from sustainable forests. 300 300 2018 Westpac Group Annual Report 2018 Westpac Group Annual Report F Global locations Specific contact details for the many locations globally can be located on our website at www.westpac.com.au. Select ‘About Westpac’ from the top menu bar, then ‘Global Locations’ from the ‘Explore’ menu. Share Registrar Link Market Services Limited Level 12, 680 George Street Sydney NSW 2000 Australia Mail: Locked Bag A6015 Sydney South NSW 1235 Australia Tel: 1800 804 255 Fax: +61 2 9287 0303 Email: westpac@linkmarketservices. com.au www.linkmarketservices.com.au Westpac Investor Relations Tel: +61 2 8253 3143 Email: investorrelations@ westpac.com.au www.westpac.com.au/ investorcentre Westpac Group Sustainability Tel: 1300 130 964 From outside Australia: +61 2 9767 0064 Email: sustainability@ westpac.com.au For further information on Westpac Group’s sustainability approach, policies and performance, please visit www.westpac.com.au/sustainability. For information on our compliance with international agreements, including the United Nations Global Compact and Declaration on Human Rights, contact the Group Head of Sustainability at sustainability@westpac.com.au. BT Financial Group Level 18, 275 Kent Street Sydney NSW 2000 Australia Tel: 132 135 From outside Australia: +61 2 9155 4070 Email: customer.relations@ btfinancialgroup.com www.bt.com.au Westpac Institutional Bank Tel: 132 032 www.westpac.com.au Institutional Bank locations Hong Kong India – Mumbai People’s Republic of China – Beijing – Shanghai Republic of Indonesia – Jakarta Republic of Singapore – Singapore United States of America – New York United Kingdom – London Westpac Pacific Westpac PNG Level 1, Burns Philp Haus Corner of Champion Parade and Musgrave Street Port Moresby, NCD, Papua New Guinea Tel: +67 5 322 0511 Email: westpacpng@westpac.com.au Westpac Fiji Level 1, Westpac House 1 Thomson Street Suva, Fiji Tel: +67 9 321 7000 Email: westpacfiji@westpac.com.au www.westpac.com.au/pacific Westpac New Zealand 16 Takutai Square Auckland 1010 New Zealand Tel: +64 9 912 8000 Email: customer_solutions@ westpac.co.nz www.westpac.co.nz ANNUAL REPORT CONTACT US WESTPAC GROUP Westpac Group Head office 275 Kent Street Sydney NSW 2000 Australia Tel: +61 2 9155 7713 Fax: +61 2 8253 4128 International payments tel: +61 2 9155 7700 www.westpac.com.au/westpacgroup Westpac Telephone – Consumer: 132 032 Telephone – Business: 132 142 From outside Australia: +61 2 9155 7700 www.westpac.com.au St.George Bank St.George House 4–16 Montgomery Street Kogarah NSW 2217 Australia Mail: Locked Bag 1 Kogarah NSW 1485 Australia Tel: 13 33 30 www.stgeorge.com.au Bank of Melbourne Level 2, 525 Collins Street Melbourne VIC 3000 Australia Tel: 13 22 66 From outside Australia: +61 3 8536 7870 www.bankofmelbourne.com.au BankSA Level 8, 97 King William Street Adelaide SA 5000 Australia Mail: GPO Box 399 Adelaide SA 5001 Australia Tel: 131 376 From outside Australia: +61 2 9155 7850 www.banksa.com.au RAMS RAMS Financial Group Pty Ltd Level 12, 321 Kent Street Sydney NSW 2000 Australia Mail: GPO Box 4008 Sydney NSW 2001 Australia Tel: +61 2 8218 7000 Fax: +61 2 8218 7171 Email: communications@rams.com.au www.rams.com.au www.westpac.com.au

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